Chaotic Circumstances
by Joshua The Evil Guy
Summary: The gang dressed up as various Xmen, and Ethans was the only shop in town to boot so EVERYBODY changed. Buffy went as Cyclops, Willow as Jean Grey i.e. Phoenix, Xander went as Iceman, and Cordelia went as Rogue. Just another Halloween Remake.
1. Chaotic Circumstances

Title: Chaotic Circumstances

Author: Joshua

Disclaimer: Yet another post-Halloween costume AU BtVS crossover.

Summary: The gang, on a whim, dressed up as various X-men, and Ethans was the only shop in town to boot so EVERYBODY changed. Buffy, as a joke, went as Cyclops, Willow as Jean Grey i.e. Phoenix, Xander went as Iceman, and Cordelia went as Rogue. And rather than demons, everybody else dressed up in hundreds of OTHER costumes ranging from books, movies, stereotypes ("Pirates", "Nurses", "Army", "Strippers", "Cops", etc, etc, etc) to animes, comics, and historical figures.

AN: I blame ziziggy123 author of "Sunnydale Berserker" and Anime Ronin author of "Of Scoobies and X-Men" for the inspiration, if you want to call it that, for this little piece of fanfiction. Mostly it came from _Berserker_ in seeing how Buffy and the brand new Xander aka Wolverine were getting along and it struck me as peculiar that "Wolverine" just _NEVER_ gets along with a person named "Summers". Then I started brainstorming 'What if' Buffy did dress up as Cyclops, and it became permanent the same way Xander dressing up as Wolverine did? Then I went further, and further, and further still and came up with all that follows. If you like, GREAT! If you don't, shrug eh, that's ok too.

AN2: I am always open to input, that is not pure uneducated dribble that is often referred to as "Flames" and usually involve cursing. Sometimes in numerous languages as well. But if you have constructive criticism, I always listen and try to reply to such, and if you have suggestions about where to go from here, those I REALLY listen too and enjoy and always reply back to.

Story

Buffy woke up, her head pounding like the Hellmouth tentacle thingie was trying to burst out of her skull. After a few moments of feeling her head and making sure that it wouldn't physically explode, she carefully cast out with her over-sensitized senses, trying to figure out where she was and what had happened.

The last thing that she actually remembered . . .

**Jean! No! Please!**

**I have to Scott . . . It's the only way . . .**

**NOOO!**

Buffy squeezed her eyes tighter shut, her headache increasing in strength for a few moments, which felt like years of absolute agony to the mystically empowered warrior known as the Slayer. A moan of pure pain escaped her lips as she rolled over onto her side, trying to do anything to minimize the pain.

Suddenly another sound broke the deaf silence around her.

"Buffy? That you?"

The voice was familiar, but the identity of who was calling her eluded her mind amidst its suffering at the moment. He, whoever he was, kept calling her though, and after a bit she remembered who he was.

"Buff, are you OK?" Xander asked, sounding closer.

The headache began to diminish, however slowly, but she wasn't as bad as she'd been when first regaining consciousness. Too bad the Professor wasn't around when she needed him, the telepath could . . .

Her eyes snapped open in shock, self-revelation permeating her features.

Who the hell was this Professor she had just thought of?

**An older bald man in a wheelchair. Frail looking, but with an aura of power that could not be denied. His very countenance demanded respect and for those that did not know him, fear.**

**"Hello Scott," a kind voice spoke in darkness, "My name is Professor Xavier. Now why don't we see what we can do about those eyes of yours. Here. Try these glasses on. Now open your eyes."**

**The man, everything, everybody suddenly appeared in a reddish tint. People, friends were all around, looking concerned and expecting.**

Buffy shook her head one more time to get the images out of her mind. Thankfully the headache was almost gone now, but something was different. She could tell.

Focusing her eyes, she recognized Xander's face, warmth and concern radiating from his features as he looked down upon her. His deep blue eyes locked onto hers and . . .

Wait. Xander's eyes were _brown_!

"Xander?" she spoke slowly, her throat a little dry, but still functional.

"Yeah, sorry I'm not better lookin," he joked with a lopsided grin that seemed natural for his face. She chuckled and accepted his help in sitting up, which is when she noticed that she had been laying on the floor of the School Library.

"What happened?" she asked.

"Uhm, not too sure of that myself Buff," Xander answered, scratching the back of his head in confusion and embarrassment. "Last thing that I can honestly say I remember for sure is Halloween and taking some of the kids back to the school."

At the mention of Halloween, her brain seemed to kick start as she recalled her own night escorting the children of Sunnydale around town for Trick or Treating, as well as being roped into it by Principal Snyder, who had dressed up himself as some kind of goblin or something, though it was rumored that it was originally supposed to be a Troll costume.

"Yeah," she mumbled, rubbing her head from phantom pains, "that's right. I was taking my group to one last house after they had gotten a bunch of tooth brushes from some old lady and then . . ."

**"This is Cyclops to anyone in range, come in!" The communicator was working, but it's range wasn't intergalactic like Cerebro's.**

**"Cyke! That you?" a strangely familiar, but subtly different male voice came from the red and yellow X-emblazoned device.**

**"Bobby? I mean Iceman? Are any of the others nearby?"**

**"Yo, you two wanna cut the chatter? What in tarnation is goin' on around here anyway?" a southern accented female voice came through.**

**"Rogue! Thank goodness. Anybody else, report in, NOW!"**

**_'Don't worry love, I'm here,'_ a bodiless voice echoed through the speaker's mind. _'I can sense a few of the others. We are close to one another, but Scott, something else is going on around here. There are so many confused minds. Everyone is in great danger!'_**

"Great danger . . ." Buffy repeated quietly, trying to figure out what was going on with her.

"What was that Buff?" Xander asked, interrupting her thought process.

Shaking her head to clear the cobwebs, she accepted the young man's help in getting to her feet, saying, "Nothing, it's nothing. Is there anyone else here? Giles or . . ." the Slayer froze, her eyes widening in shock, "WILLOW!" she screamed and then raced forward to the prone form lying in a heap on the table. For some reason she felt a deeper pang of concern and fear than she normally felt when seeing one of her friends hurt or in danger. Not that she was heartless about that sort of thing, but seeing the redhead like that left a trembling echo of horror in her soul.

Xander was right beside her only a moment behind in helping to get their best friend into a more comfortable position. Xander looked as torn up about Willow's condition as Buffy was feeling, but that took back seat until she was sure that the young woman was all right.

"Willow?" Buffy tried to rouse the unconscious redhead.

"C'mon Wills, you're going to be late for school," Xander whispered in a half-teasing voice.

Buffy looked up and glared at him, and he just shrugged, but was prevented from answering as Willow startled awake, shouting, "No, don't worry, I'll be on time!"

"See," he said to Buffy, smirking, "works every time."

"Huh? Wha—OWWW!" Willow suddenly clutched her head, in some serious pain.

"Willow!" both her friends cried out, wondering what could be wrong and what had to be done to fix it.

"Ahhh!" she seemed to be in pain from something, causing her friends to become even more worried. Then she said the one thing that shattered their world for the rest of their lives. "Stop thinking so damn loud you two! It hurts! And no I'm not dying Xander," she snapped.

It took a couple of seconds before the Slayer and the blue-eyed man to fully process what it was that their red haired friend had just said, but once they had, they both jumped back away from the table, their brains in total shock.

"Uh . . . Wills . . ." Xander said slowly, "you . . . you can, you can read our minds?"

The redhead, her eyes much clearer and less pain-filled, nodded her head, seemingly perfectly at ease with the situation.

"Since when?" the blond demanded.

"Since last night when we got turned into our costumes and I dressed as Jean Grey aka _Phoenix_ of the X-men," Willow answered casually, until her mask broke and her face grew into a huge grin. "Isn't this SO cool!"

Again, total shock numbed her friends' brains, keeping them from replying.

"Uh . . . c-c-could you repeat th-that . . . one more time?" Buffy asked, stuttering.

Willow blinked and did a double-take at her friends. "Wait, you don't remember?" she asked, stunned.

Both of them shook their heads no. "Maybe you'd better start at the beginning Wills, cause the both of us are drawing total blanks," Xander offered.

"Are you sure? Because Jean confirmed, before she left, that all of us would remember what happened. Especially after the X-men cornered Ethan and forced him to explain how the powers and other things were permanent now," Willow said.

"Wait, the X-men?" Buffy repeated, "Wills, we dressed up as comic book characters for Halloween, not any kind of invocation or anything like that!"

"No, that was Ethan Rayne, the man that sold us the costumes," the redhead prompted. Another awakening groan drew the groups attention however, as they quickly raced to the balcony where they discovered Cordelia Chase, laying flat on the floor and dressed in a skintight bodysuit that fit perfectly into every curve and bump of her curvaceous body.

"And why did Cordelia dress as Rogue again?" Xander casually asked his friend.

"Her reasons were because she made the outfit look good, instead of the other way around and that was a good enough reason for her. And I think she likes reading X-Men comics herself, but I don't have any proof of it," Willow remarked.

"Watt the heyall hit mai?" the dark haired Queen C of Sunnydale High garbled out as she unsteadily got to her feet. It took a few moments for the others to realize that Cordelia hadn't mumbled or spoken with any kind of speech impediment, but rather with a distinctive southern accent.

"Cordelia, are you all right?" Buffy found herself asking with an authoritative voice.

"Aye think so . . ." bit by bit Cordelia's normal voice, with a Southern Californian accent, took over, "but I've got this killer headache, and for whatever, I feel like punching out somebody named the Cajun."

Shaking her head in minor frustration at Cordelia's attitude, Buffy turned back to Willow, her mind turning gears as she tried to remember what all had happened last night. "OK Will, is there anything else we need to know right now, because, I'm seriously drawing a total blank here."

"Wait, so you guys seriously don't remember?" Willow looked at all of them each in turn.

They were all shaking their heads, even as Cordelia slowly, but steadily, made her way down from the balcony to join them around the table. Willow herself, got down off the table and began to pace rather nervously back and forth. "Jean said you guys would remember, that Rayne had somehow fixed it that the powers, memories, experiences even would remain. And I _remember_, but if you guys don't then . . ." She trailed off as she caught and looked Buffy in the eye, at first only glancing and then outright staring.

"Oh . . . my . . . god . . ." The Jewish redhead looked like she was about to faint.

"Wills! What's wrong, I don't understand . . ." Buffy exclaimed just before another migraine exploded in her head, making her wince in pain.

**"Jean, I don't understand! We're in another dimension but we're not, we're actually possessing spirits, but we're not dead, and the last thing any of us remember is going to sleep and the next thing we know we're waking up, on Halloween, in a nobody-ever-heard-of-it town on the West Coast!"**

**All the X-men just stood around and stared after the brief tantrum, until the red-haired young woman in a dark leather outfit reached out and comforted the speaker, "Feeling better now dear?"**

**"A little. Alright, any information on ways to get out of this people?"**

**The young woman with red hair was briefly encompassed by a fuchsia pink aura before speaking, "We go to the source. The young woman, whose body I seem to temporarily be in possession of, her name is Willow. She suggests that we find someone named Giles. I have a possible direction in either, but even if we find the source, we may have no way to contain it or reverse what's happened without the assistance of this Giles person."**

"Ugh, I'm beginning to really, really hate that," Buffy grumbled as she wiped away the last of the migraine, and the confusing images that came with it.

"Don't be, those are your memories from last night fading," Willow told the blond. "Oh, and Buffy, I'm not sure if you've noticed yet or not, but your eyes are red. And I don't mean from being tired either."

"Huh?"

"Just . . . whatever you do, don't imagine any kind of trigger in your mind, or shooting a laser beam from your eyes or anything like that, OK?"

"Willow, what are you talking about?" Buffy was more and more confused. Shooting laser beams from her eyes? What was Willow talking abo--

"HIT THE DECK!" Willow screamed at the top of her lungs even as she dove for the floor herself. Xander and Cordelia were only a beat behind her as they too noticed the bright red glow that had begun to accumulate around Buffy's eyes, and then, with only that and Willow's warning, a straight beam of solid red light shot out at the distant wall and instantly blasted through to what was beyond, the sound of thunder and explosion echoing after it.

From Buffy's point of view, it was hard to describe. One second she had been thinking about what Willow said, the next everything had gone reddish, and the next she felt a . . . a _force_ go through her and leave through her eyes, and she saw . . . a red beam? . . . lash out and destroy the wall she was looking at.

In reflex, after that, she immediately shut her eyes and screamed out, "What the HELL was that!"

"That," Willow shouted as she pulled herself to her feet, "was Cyclops' mutant power to shoot _Optic Beams_ from his eyes. A power that you've inherited because you dressed as Cyclops, aka Scott _Summers_ last night for Halloween. Just like I dressed as Jean Grey, the Phoenix, Xander dressed as Iceman, and Cordelia dressed as Rogue!"

"Whoa there Sugar!" Cordelia, slipping into her country accent, exclaimed. "You're saying we've all got, like, super powers now or something?"

Willow just rolled her eyes in response.

"Wait, wait, wait, wait a minute!" Xander jumped up, suddenly excited. "That means that I . . ." his grin almost tore his head in half it was so wide, "I have _always_ wanted to do this!"

Rubbing his hands together before him, still grinning insanely, Xander thought to himself, _'OK, Cold. Think _cold. _Think ice. At least that's how Bobby described it that time his powers got switched . . .'_

Suddenly, the knowledge was there, as if Xander had truly been born with these powers of ice and cold. Pointing his palms at his feet, ice-blue energy lashed out from them and inch by inch, his feet, his legs, and soon his entire body was being covered with solid white ice. When he was covered entirely, from foot to head in a very solid, seven foot block of ice, there was a healthy pause, right before cracks broke the ice, which almost instantly exploded outwards from the now _living ice statue_ that was Xander Harris. Also known as, from this point on, _Iceman_.

"Oh man! This is SO _AWESOME_!" The blue/white iced version of Xander was jumping up and down. The funny thing, in the girls' opinion, was that the ice armor Xander had put over his body was skintight, which meant to them that he was a naked iced version of Xander. Just minor some key parts, seeing as they were covered.

"I can see at least one of us won't be having any difficulty adapting," Buffy spoke gruffly, crossing her arms as though annoyed, even though she was the farthest thing from it. She was petrified.

"It'll be OK Buffy," Willow was suddenly there, wrapping her arms around the blond Slayer's tense frame. "And I'm sure your memories will come back soon. The X-men only wanted to help us, and another thing, they certainly didn't force this on us or anything. That was Ethan Rayne."

"Who is Ethan Rayne?" Buffy demanded, but staying still, taking minor comfort in being held by her best friend.

"A chaos mage," Willow dutifully replied. "Giles used to know him, back in college I think. And don't worry about Rayne anymore. He's taken care of."

"Taken care of how?" she demanded once more, displaying an unnatural suspiciousness and worry.

Willow blinked in surprise at Buffy's surprising caring attitude, but just shrugged it off and answered, "Giles took care of him. The X-men thought it wise not to let us be present, and to be frank, even Jean agreed with what Rayne got. And she's as much a pacifist as any of them. Well, except for Professor X that is . . ."

"Nobody dressed up as him, did they?" Iceman/Xander interrupted, sounding worried. Or maybe panicked.

"No, I, or rather Jean, would have sensed his presence at some point," Willow shook her head to the negative.

"Or maybe somebody did, and the Professor was powerful enough to resist the chaos spell . . ." Buffy suggested, but trailed off as everyone turned to stare at her, " . . . and how the hell would I even know who the Professor is? I _don't_ read comic books, especially the X-men!"

"Hey ya'll," Cordelia interrupted, "Ah think I'm startin' ta remember some stuff of mah own. And I WISH this crazy accent would just go away! Gawd!"

"What are you remembering Cordelia?" Willow asked, ignoring the other comments the cheerleader made.

"Well," it was obvious that Cordelia was struggling to maintain her "normal" accent, "I _think_ I'm start_ing_ to remember last night. In bits and pieces though. And . . . flying. I definitely remember flying."

Then Queen C did a double take. "Hey! Xander got to keep his powers, how come I don't get to keep the whole flying, invulnerability, and super strength stuff, huh!"

"Cordy," Buffy diplomatically inserted, "have you actually tried to fly yet?"

"Oh," the native Californian's cheeks flushed pink, "Yeah. My bad."

Three seconds later there was a hole in the ceiling where Cordelia had crashed through on her way to the upper atmosphere. Totally on purpose, of course.

"This place is going to have more holes than swiss cheese by the time we're done with it," Xander/Iceman sarcastically commented.

"Well for right now, until we can find Giles, Xander why don't you see if you can plug these holes up, at least temporarily," Buffy asked him.

"No prob Buff," Xander grinned, and then going entirely on instinct, his arms raised and pointed at the ceiling hole first. A moment later the same ice blue energy blasted out and where once was a hole was now solid ice. A gesture and some more flashy energy and the Library was a sanctuary of privacy once more.

"Oh, wait, we should probably have left one for Cordelia to get back in . . ." Buffy amended, not really sounding disturbed by her latent thought, when the point became moot as a human female body fell through the ceiling, making yet another hole, which Xander immediately fixed, even preventing much of the debris from falling.

"Never mind," the Slayer happily chirped.

Willow rolled her eyes in bitter amusement at the thoughts readily available to her now. It was a startling experience to say the least. Even more so now that Jean Grey and the Phoenix Force was no longer there. The powers were there, but the _power_ was gone. Probably forever, she thought privately. She was still trying to decide whether that was a good thing . . . or not.

"OK, I think I just discovered the major downside to this," Xander announced as Cordelia picked herself up off the floor.

"No Danger Room," they all said together, apparently on the same wavelength.

More or less.

"Wait a sec, what the heck is a Danger Room!" Cordelia exclaimed shrewdly.

"What she said," Buffy added, pointing at the brunette.

"The Danger room is where the X-men trained in the use of their powers. Where they could cause as much damage as they liked without actually hurting anybody," Xander calmly explained. "Thing is, it was made with alien technology, not to mention a multi-millionaire had it built and maintained and kept repairing it every time it got broke. Several things we don't have . . . and I have a bad feeling we're going to need them. Well, need it, to say the least. The Danger Room that is."

"We get the idea Xander!" Buffy snapped. Unfortunately as she did so, her eyes began to almost crackle with the crimson energy again, giving Xander just enough time to duck, which in turn clued Buffy enough that she turned back to the first hole she had made, now covered with ice, just in time to make ice cubes and obliterate the tree outside she had toppled with her first blast.

After a moment as the dust settled, Buffy's eyes returned to normal, and she said to herself, "Boy, do we ever get the idea."

"Great," Xander mumbled from behind a small barricade, "I _know_ we can't afford to have _ruby quartz_ custom designed into a pair of sunglasses or a visor!"

"I'm sorry!" Buffy screamed, "I just keep imagining that trigger Willow mentioned, and I'm really upset right now and I don't need . . ." Her eyes began to shine and then spark with red energy again.

"Buffy!" Xander shouted out loud as he dove behind his barricade.

"Close your eyes!" Willow shouted at the last second.

The Slayer obeyed her friend instantly, and was surprised when she felt the energy that had been building in her eyes stop, and then move back down into her body. Hesitatingly, and focusing on just opening her eyes and nothing more, she cracked her eyelids. Thankfully, she was rewarded without seeing anything through a red haze and felt none of the energy spikes that had occurred as with the other times. They all breathed a sigh of relief.

"OK, hows about none of us lose our tempers and just focus on keeping control until this wears off or whatever?" Buffy casually suggested.

"Uhm . . ." Willow was suddenly very nervous as she realized none of her friends actually remembered the events of the previous night.

"For once, you actually had a good idea," Cordelia commented, in her way, as she carefully made her way down the stairs.

Buffy growled in response, her eyes flashing a solid ruby red, but thankfully no energy was released and she calmed herself before causing even more damage.

"Cordy," Iceman/Xander said in exasperation, "why don't you try _not_ talking for a little bit, okay? Think of it as life threatening if you keep blathering on the way you do."

"Hey!" the cheerleader exclaimed, and then some hidden instinct caused her to glance in Buffy's direction, and proved once and for all that Cordelia Chase did indeed have a brain as her higher brain functions deduced the logic in not making the Slayer angry with a random comment. So, that in mind, she just sat down quietly next to Willow at the table.

"Uh, guys?" Willow hesitated in saying.

"This won't wear off. It's permanent," she told them. "The X-men, last night, which I _thought_ you would remember, found out from Ethan that the spell he used transformed us. We're not mutants, technically speaking, but looking at our genetic structure now, you wouldn't be able to tell that. We all actually have the X-gene. As well as partial memories and experiences, and of course the _powers_ of the X-men we dressed as last night."

There was a disheartened exclamation over that, but the teens finally all settled down to wait for Giles to appear. Thankfully there was no school today, though none of them could remember the reason.

"Why did I dress as Cyclops again?" Buffy asked her friends to remind her.

"The bet last week, about that horned demon," Xander reminded her, now back to his normal self, "And I thought it would be kind of ironic, what with your last name being Summers and all . . ." The blue eyed youth quieted down as he saw he wasn't really helping matters.

"Don't worry Buffy, we can deal with this, the X-men assured us of that before they left," Willow comforted her friend.

"Well, did they happen to explain _how_ we would deal?" the blond Slayer exclaimed.

At that the redhead looked a bit uncomfortable. Make that very uncomfortable. No, downright terrified. "Uh . . . no," she finally squeaked.

At that moment, whether with good fortune or not, Rupert Giles, High School Librarian, mentor to the Slayerettes and Watcher to the Slayer Buffy Summers, walked in through the double swing doors at the front of the Library. He was obviously so tired and mentally exhausted that it was understandable that he did not immediately notice all of the damage to his "precious Library."

In fact it took him hanging up his jacket, putting down his briefcase and walking around and into his office, and then coming out a couple minutes later with a steaming hot mug of English tea before he even noticed the teenagers all standing out in the open.

"Oh, hello everyone," he mumbled, "here a bit early, aren't you?"

They could only stare in stunned silence.

Giles, still in the early phases of waking up, progressing faster due to his caffeine intake from his very pleasant mug of hot English tea, took their silence as a kind of agreement that they were here very early. A moment later, something very cold dripped onto the top of his head, causing him to recoil and look up in surprise. Ice had somehow formed on the ceiling and was dripping as it slowly melted.

_'Must be the air conditioning,'_ he thought idly, his thinking still dulled from tiredness. _'Of course there's always the possibility that it's a poltergeist of some kind. Now that Halloween, which _should _have been a night off for all involved, is over, things like this are practically expected to happen with more and more occurrence . . .'_

He trailed off as he turned and saw the very, very large hole in the wall, covered by a temporary wall of ice. Finally he started to wake up as he realized that something truly 'hellmouthy', as the teenagers had termed it over the years, was going on. Giles calmly took another sip of tea, thinking to himself that he should have Buffy look into several things in regards to these bizarre ice formations directly over the Hellmouth no less. Turning to do just that, Giles stopped cold, so to speak.

Buffy's eyes were glowing read, sparks of energy shooting out from them, showing just how dangerous such a phenomenon was. Willow, surrounded by a bright pink aura, was levitating, cross-legged, half a meter over the table she had been sitting at. Cordelia also hovered several feet over the ground, although it was clearly not levitation but actual flying. And Xander was now a living, moving _ice_-blue caricature of himself.

Giles promptly spit out the tea he had just sipped and dropped his Ming tea cup in outright shock.

Just outside the city limits, a hitchhiker on the side of the road looked up as a scream broke the silence of nature around him.

**"/****_BLOODY HELL!_/"**


	2. TrainingBetter way totakeout garbage

_Training, (Or, better ways to take out the garbage)_

"And again I ask, _where_ did you get these?" Buffy asked in a stoic tone of voice.

"At the mall, do you like them?" Willow bubbled, standing next to Cordelia, who, if anything, was wearing clothing even more revealing and tight than anything she'd worn before.

Buffy held back in answering, instead taking in the opportunity to look her female friends over. Cordelia, as was custom given her own "powers", was wearing satin elbow-length gloves, skintight, so form-fitting she idly wondered if they were painted on, black leather pants, and a large white blouse, which was unbuttoned and tied off just beneath her bust, along with the sleeves being rolled up to just below her shoulders. Besides going to the extremes in her outfit choices, the only real change to Cordelia Chase was her hair. Not only did it have the white streak Rogue did, but her hair was fuller, curlier, and had way more volume than it did before Halloween.

Willow on the other hand, was very stark and very undeniably different from what she had been before everything had changed. The elfin redhead, her gorgeous long hair falling to her shoulders in waves and curls that hadn't been there two weeks ago, stood tall and confident in a pair of tight cutoff denim shorts, leaving a long expanse of creamy leg revealed, and a tight belly shirt. Formerly known as tiny-T-shirts, where there was only enough sleeve to cover the shoulders and the bottom of the shirt usually ended a couple of inches above the girl's navel, Willow's was a bright green with a cute little yellow flower on the chest, right over her small, but impressive bust. But then again, next to Cordelia, practically anybody without implants was small. It was hard to believe that thanks again to the chaos magic, Cordelia's even more impressive size was entirely 100 natural.

The Willow Buffy had known for a year and a half would never have been caught dead in an outfit this revealing, this outrageous, this . . . sexy! But to be honest, at least with herself, the blond Slayer didn't really mind this new Willow.

"Obviously these were not the only things you bought at the mall," she commented, instead of answering the question.

"Well, yeah, both Cordy and I needed some new clothing. We would have invited you," Willow quickly assured her best friend, "but we knew that you were training with Giles and it was really kind of a spur of the moment kind of thing, and we can . . ."

"It's fine Willow," Buffy smiled, trying to understand this sudden giddy feeling she felt welling up her throat. "Besides, I haven't been in a shopping mood lately. Where exactly in the mall did you get these though?"

'These' were a pair of sunglasses. Black frames, smooth flowing design, like those from the movie "Men In Black", and reflective bright ruby red lenses.

"The Ray Ban® Outlet store," Cordelia finally answered for Willow, who was still demanding to know if Buffy liked them.

"Uh huh," Buffy grunted, just staring at the sunglasses in her hands.

To her knowledge, and doubly imprinted so by her memories, Cyclops, aka Scott Summers, had always hated the glasses he'd always had to wear. He saw them as an outward manifestation of his disability, and of his curse. To never be able to look at the world with his own true eyes. It was very confusing for her, to have Scott Summers' memories as well as his mutant powers and years of experience as Team Leader of the X-Men. Especially at moments like these, because a part of her, the 'Buffy' part of her she thought to herself, thought it would be kinda cool to wear these things.

So, after much deliberation, she shrugged silently to herself and put them on. A strange feeling of deja vu over took her for a moment, but at least she didn't have anymore memory flashes, like she'd had the first few days after Halloween.

That's what they called them anyway, memory flashes. Where something, a sight, a sound, a name, usually something else altogether, triggered an intense experience where the memories of the people they'd been for a night briefly overwhelmed them. It was more annoying than troubling or any kind of problem. For Buffy, the memory flashes were usually in a haze of red, obviously because that was how Cyclops had seen them

"What do you think?" she asked her friends, briefly modeling the ruby shades.

Willow beamed at her, while Cordelia grinned in a roguish, sexy grin and shrugged. Buffy wasn't gay, but there was no denying what a thing is. Just because Cordelia was not sexy to Buffy, doesn't mean the grin wasn't still sexy as hell.

Before the redhead and white stripe/brunette could give commentary, Xander Harris walked in, for once, thankfully, not dressed in one of his garish and nightmarish Hawaiian shirts and mismatched pants.

From Cyclops memories of Iceman, Bobby Drake was definitely a teenage hormonal ladies' man, with much the same sense of humor and general personality that Xander himself had. There was two major differences between them though. First, Bobby was a _successful_ ladies' man, whereas Xander was only one in his dreams and fantasies. And secondly, Xander, for some reason, seemed to be color blind as every piece of clothing he'd owned was a fashion nightmare.

Now, however, Xander walked with an easy confidence, and, the female part of her spoke, a strange sexy quality that made her intrigued. And he was starting to dress _good_ for a change. He was wearing loose, without hanging off his waist, black pants, a black T-shirt, and a royal blue short-sleeved dress shirt hung open and untucked. Rather than make him look sloppy though, it just added to that intriguing sexiness that already had more than half the girls in the school asking who was this hunk and what had happened to Xander?

For some of the more petulant and snobby types, they did not ask about Xander.

"Hey guys," he greeted them easily. "Cool shades Buff. And ladies, might I further add to how delectably hott you are all looking this fine and wonderful day?"

Buffy arched an eyebrow at the smooth comment, sharing a brief glance with Willow, who knew Xander better than any of them.

"What do you want Xander?" the redhead asked sufferably.

"Moi?" he asked, sounding overly shock and gesturing wildly all of a sudden. "What makes you think that I would have any sort of ulterior motive beyond complimenting my three favorite ladies, not counting Mrs. Summers, in the whole world?"

"Past experience?" Willow replied with an easy smile.

Xander continued to try and plaster a perfectly innocent expression on his face, but under the combined glares of the three super-powered teenage girls, he barely lasted ten seconds before he broke out into a wild grin, which their "memories" told them was more 'Iceman' than 'Xander'.

"All right, all right," he conceded, his grin, if anything, growing wider. "You caught me. But before you slaughter me upon the sacrificial alter of Liberal-minded women everywhere, hear me out."

"We're listening," Buffy bit back a grin as she crossed her arms, highly amused.

"What if I told you I found our missing, but much needed in light of the fact that it never existed in this universe in the first place, Danger Room?"

They just stared at him, expressions unchanging, however Buffy's grin became a little bit harder to hold back.

"Well, OK," he conceded after a second, "It's not actually a room, and truth be told it's really not that dangerous, although I suppose it _could_ be, under the right circumstances, not that I'm saying . . . "

"You found us a place to safely train in controlling our X-men powers?" Buffy interrupted, trying her hardest not to laugh and barely succeeding. Scott Summers might have been a fuddy-duddy leader, but Buffy Summers was still very much a care-free teenage girl . . . who also happened to be a leader.

Xander's wide smile gave the girls' their answer. "Spill it Ice-boy!" Cordelia drawled, which seemed to be becoming more of a difficulty for her, despite the memory flashes occurring less for all of them.

The dark haired blue-eyed youth glared at the teenage prom queen. "It's Ice_man_ Cordelia. Or do you actually want me to revert to," he paused and leaned forward before whispering conspiratorially, "skunk-head?"

Cordelia jerked back like she'd been struck. Her accent was all Southern Californian as she snapped at him, "You wouldn't!"

"Call me Ice-boy one more time, I dare you!" he challenged.

The white-laced brunette glared at him for a full minute before finally backing down and apologized, traces of both her accents leaking into her speech. "Ah'm sorry Xander. I so did not mean for things ta go that fah, yah know? Really, I'm like totally sorry. No harm sugah?"

Now all of them were struggling not to laugh, as Cordelia's preclusion to switch accents in the middle of sentences, sometimes words, was quickly becoming quite hilarious.

"Anyway," Xander brought the conversation back around to him, "Wills, remember that old lot that got turned into a junk heap a few years back? It's about five square acres, and it's filled to the brim with old cars and bunch of other junk like that. We could totally lay waste to the entire thing, practicing with our powers to our hearts content and nobody would ever notice a thing. Especially not in this town. Not to mention, that entire lot is like ten miles outside of town!"

"Sounds promising," Buffy surmised, glancing at Willow to see if she had any objections. The moment she did, the blond Slayer knew instantly that the redhead loved the idea. That immediately confused Buffy. How on earth could she have guessed Willow's feelings on the matter so quickly? Just by reading her expression? No, because she hadn't guessed. She _knew_.

What was going on here?

Either way, it didn't matter. Something to discuss with the new telepath at a later time.

"We'll check it out later this afternoon, right before patrol, unless any of us have a problem with that?" They all looked at Cordelia.

"What?" she asked cluelessly.

Buffy just rolled her eyes behind her new shades. "Time to check in with Giles anyway," she mumbled, "And where is Giles anyway? He was supposed to be here like half an hour ago for training."

"Sorry, but why should we know?" Cordelia snipped, "I mean, it's not like we're his parents or anything."

The other teens just glared at the skunk-haired beauty queen and promptly ignored her, as was becoming habit with the superhuman rogue.

"Wills?" Buffy asked.

"Checking," the redhead announced as she closed her eyes and put her fingertips to her temples in the classic appearance of stereotypical mind-readers. It wasn't necessary but it did help Willow to focus on her powers alone. Not to mentioned helped with the headache that usually accompanied using them.

Five seconds later, "Got him. He's on his way in now, but Ms. Calendar is intercepting him, so it may be a few more minutes . . . oh, wait, no, now they're both coming here."

"Hey, wait," Xander spoke up suddenly, his brow furrowed in concentration, "didn't Ms. Calendar go to Ethan's at the same time we did? Does anybody remember what she dressed as?"

"Why should I care?" Cordelia snapped, inspecting her nails.

"Yeah," Buffy answered, ignoring Cordelia, "I remember seeing her there. I think she went as . . ."

At that moment, the swing doors to the Library opened admitting the Librarian Rupert Giles and the Computer Teacher Ms. Jennifer Calendar, or Jenny to Giles and Ms. Calendar to all the students. Giles was smiling and in his regular tweed suit, while standing next to him Ms. Calendar was in a tight black leather mini-skirt, which ended at the top of her thighs, meaning that if she bent forward or even took a step too far on the stairs everyone would be able to see the garters for the black silk stockings she also wore. Her top was just as daring, if not more so as it was merely a halter bikini top, which only served to enhance her cleavage, and then a forest-green see-through wrap-around over it. To top it all off, her jewelry consisted of a coin necklace that jingled with every step she took, big gold hoop earrings and then a gold-coin belt that shook like a tin cup at Christmas time low around her waist.

"... a gypsy dancing girl," Willow finished for the blond Slayer when it became obvious she couldn't finish her own sentence.

"Oh, h-hello everyone," Giles stuttered a moment upon entering the Library with the gypsy computer teacher on his arm. "You-you're all here I-I see."

Buffy just stared at the adult couple and she couldn't help wondering what had been happening between them to make Giles so uber-embarrassed upon the rest of them seeing him and Miss Calendar together. Suddenly, it happened again, a memory flash.

(((_Scott, Jean, Rogue and Bobby had finally managed to find the Library that the girl Jean was in telepathic contact with had told them about. Other than the rather archaic décor, it was typical of any library._

"_So what are we looking for Jean?" Scott, who was apparently a girl for the moment, asked his wife._

"_Give me a moment Scott," Jean replied tersely before closing her eyes to concentrate._

Willow? Can you still hear me? We're at the Library. Now who was it you said we needed to be looking for? Someone that could help us with this whole mess?'/_ Jean telepathically communicated with the original owner of the body she was in._

Yeah!'/_ Willow enthusiastically communicated back. /'_Giles. His name is Giles! He's the Librarian here. He's also Buffy's Watcher and he like knows all this supernatural stuff that usually helps us to beat the bad guys or at least save ourselves. He's kinda like our version of Professor X. Only without the telepathic powers. Or the pacifism. Or being insanely rich either. Although we don't actually know a whole lot about Giles so he might very well be insanely rich and we just don't know it yet because it's never come up before and . . .

I GET IT WILLOW!_'/ Jean finally psi-shouted to stop the constant torrent of thought from the young teenage girl._

_Glazing over Willow's apology, Jean just turned her attention back to Scott. A female Scott with sun-bleached blond instead of strawberry blond/reddish hair. Was it wrong that this 'Scott' was just as attractive to her as his hard, well-trained male body was?_

"_We have to find a man named Giles. He's the Librarian here, and apparently he's something of an expert in supernatural occurrences," the redhead telepath finally answered._

"_OK," Cyclops rolled his/her eyes beneath the red visor. "GILES! Is there a Mr. Giles here!"_

_A noise came from the office off to the right, bringing all the X-men to high alert. As they listened each of them realized in turn that it was the sounds of a person or people scrambling around in the office for something. What, they could not see or guess. However Cyclops did note that there was a jeweled piece of silk hanging off one of the chairs and quickly put together a few options, and was also immensely grateful that Wolverine hadn't been brought here with them. The Canadian's hyper-sensitive nose might very well have told them _/exactly/_ what had been going on in the office._

"_Uh, yes! Yes? I'm . . . Mister . . . Giles?" a man in his mid to late thirties stepped out of the office, looking quite rumpled and hastily put together. When he caught sight of the group standing in the Library he blinked in wide-eyed amazement before putting on a pair of spectacles and looking again._

"_Buffy? Xander? Willow! Cordelia? What-what are you all doing here? And dressed like . . . like that?" he sputtered._

_Before the X-men could answer a sleek, tanned, well-toned, and naked save for the jingling bracelets, arm emerged from behind the Librarian and embraced him around the neck in a purely seductive way._

_Behind the visor, Cyclops just sighed and rolled his eyes. Bobby, however, was staring openly as the rest of the woman, as naked, or even more so, as her arm stepped out and right behind Mr. Giles. Thankfully, Giles body, while her only claim to decency, did an adequate job in keeping the ever-hormonal Iceman from seeing anything he shouldn't have._

"_Ah-uhm Jenny . . . not right now. We have . . . er, guests and I would really rather appreciate it, please, if you would go put something on? Please!" Giles tried to convince the exotic woman currently making out with his neck._

"_But Rupert . . ." she whined in a slightly European accent. Romanian if Cyclops deduced correctly from the X-men's world travels. "I want to play some more. You haven't tamed this gypsy yet English."_

"_Jenny! Enough!" Giles lost his temper and snapped at the woman. "Go put some clothes on damnit! Bint!"_

_Recoiling a bit, but mostly at the suddenness of his tone, the woman quickly retreated back into the office, which Giles thankfully closed the door to before stepping out to meet with the X-men._

"_Now, would you four kindly explain what you are doing here? I thought you had said that Snyder had roped you lot into escorting the children on their, their, their Trick-or-Treating thing?" Giles demanded._

"_I'm afraid Mr. Giles," Cyclops began, keeping his voice tightly controlled, "that you have us confused with some other people. Somehow, through some kind of magic that we frankly don't understand, we have been taken from our home and placed as some kind of possessing spirits inside the bodies of these children. As for introductions, my name is Scott Summers, codename Cyclops. This is Jean Grey, codename Phoenix. Robert Drake, codename Iceman. And Marie Paquin, also known as Rogue. We're the X-men."_

_Before the Englishman could properly respond to all of that however, the woman that had been in the office chose that moment to come out, so to speak. Beyond the jewelry on her arms, which included a large number of jangle bracelets as well as a gold armband over her right bicep, she was now wearing a total of three, hopefully more, pieces of cloth._

_Her top was little more than a decently large handkerchief, making it rather indecent as it was wrapped and tied over her breasts and arms, baring her shoulders and much of her skin. She also had a silk bandanna in her hair, holding most of her dark locks back out of her face. Her skirt however was just as risque as the rest of her outfit, despite the fact that it did reach well past her ankles. There were two slits up either side all the way to the coin-chain belt, which was all that was holding the material up, baring both of her legs in their entirety. If the skirt were to fly up, it wouldn't be difficult to see the woman's underwear . . . provided she was wearing any._

_Scott was now glad Storm wasn't here also, and began wishing that Bobby wasn't._

_The outfit was topped off by a pair of high-healed sandals that accentuated the arch of the woman's legs and added to the alluring picture she presented._

"_Rupert, who are these people?" she asked, her Romanian accent still present._

"_Jenny . . . er, Miss Calendar . . ." Giles removed his spectacles and began to furiously clean them._

"_I told you my love, my name is Janna. Janna of the Kalderash Clan, of his Lord Count Dracula's realm. How forgetful you are tonight my love."_)))

Buffy shook her head sharply, holding her hand to her temple as the memory faded. Well, that certainly explained why Miss Calendar was a bit more free with her dress sense of late. As well as the fact that Willow had confided she'd heard several thoughts coming from their computer teacher that lead them to believe she still possessed some of her 'gypsy' memories.

"Oh good, Giles, you're here!" Xander exclaimed, unaware of anything wrong with the mutant Slayer. "I'm, I mean we're, so very happy to see you, isn't that right girls? And Miss Calendar, I must say, Giles is one /_very/_ lucky, lucky man. So, Rupert, buddy, old chum, how are you doing today? Good I hope."

Giles stared at the young mutant for several long seconds before exchanging a few significant looks with all the others in the room. Finally, at length, he released Jenny and sat down at the table himself before looking Xander squarely in the eye and asking, "All right Xander, what is it you want?"

"Now G-man, what would possibly give you the slightest inkling of an idea that I, the great and uncanny Iceman, could want absolutely anything from you?" Xander protested with mock-innocence.

"Because you're being a kiss-ass, you wanker," the man that used to be known as the Ripper sarcastically snapped.

"Well, OK, there is that," the teenager had to concede.

Finally deciding it would be better to just ask, Xander went ahead and explained to Giles what he had found and how they might be able to use it to their advantage. After the situation had been explained, Giles was in a much better frame of mood and nodded thoughtfully at Xander's suggestion.

"Yes, remote, relatively safe, especially with your newly acquired powers, and private as well as having obstacles for training and testing," the Watcher was nodding his head and scratching his chin in thought. "I must agree, it does sound promising, and I believe all of us agree that determining your limits and testing these new abilities are a forerunner. With the exception of Willow, hardly any of you can openly test these . . . powers, so perhaps we should head out today? To determine if this site Xander has discovered truly will suit our, er, that is to say, your needs."

"So we're having a field trip?" Buffy asked excitedly.

"You can be so lame sometimes," Cordelia exasperated.

Buffy simply ignored her and quickly got to her feet. "Great, then lets go. Schools out, homework is done, and Giles himself just said that the most important thing is testing our powers, so training taken care of too. Unless anybody else has some prior engagements?" the youthful leader glared at the others in the room. Behind her new reflective ruby shades, it was quite intimidating.

"Uh, no, I'm good to go," Willow announced.

"Hey, I came to /_get_/ you guys," Xander pointed out.

Slowly everyone turned to glare at Cordelia Chase. "What?" she asked, clueless.

Forty-five minutes later, the whole gang, as it was, stood at the entrance to the abandoned lot, staring at many large piles of rusted metal, garbage, thrown-away electronics, and hundreds upon hundreds of other things that culminated in a smell quite indicative of a garbage dump.

"OK, so it smells, doesn't change the fact that it's the ideal location," Xander protested to their looks of derision.

Buffy looked down at the rusted gate that she could probably tear apart with just her pinky fingers, but she didn't really feel like risking a tetanus shot. Taking off her new shades, she squinted her eyes until only the rusted chain holding the fence closed was visible. Then, imagining the trigger in her mind, she carefully gathered a small amount of the energy inside of her behind her eyes, and then fired.

Everybody was shocked when the Slayer suddenly took off her glasses and began to squint at the fence. They were even more shocked when a small burst of red optic energy was suddenly released and quite easily cut the chain without so much as blowing away a single link of the fence itself.

Smiling with self-satisfaction, Buffy easily placed her shades back on and then gestured at Willow, who with only a small fraction of telekinetic power, shoved the rusted fence gates away so that they could enter. "Well, lets take a look around. Don't forget to shout if you get into trouble. Wills? Why don't you and Rog—er, I mean you and Cordy take a look from above. That way you'll be able to keep in telepathic contact in case anybody gets lost or into any kind of trouble."

"Who made you the boss of me?" Cordelia retorted.

Buffy calmly turned and looked at the Head cheerleader from behind her shades.

"Never mind," the white-striped brunette squeaked before taking off into the air, Willow already having done so.

"Xander," the blonde snapped even as the blue-eyed brunette had been walking off.

"Yeah Buff?" he turned back.

"No ice-bridges or ice-slides or anything until we're sure that it's safe and this place can be kept private. Got it?"

He sighed and crumpled in disappointment, but the teenager nodded his assent and included, "Understood."

That having been said, the rest of them quickly dispersed through the junkyard and began to look around. It was surprisingly more organized than they had expected. Everyday garbage in the likes of food, papers, torn wrappings, old boxes and things like that were thankfully dumped down into a rather steep pit, which contained it rather nicely and kept that kind of garbage out of the way. Then there was the 'car graveyard', which actually made up more than half the junkyard, and scattered in between were the hardware piles. Hardware meaning old appliances, broken toys, antiquated equipment and other junk just piled up wherever there was room and still allow the trucks and people to move about.

Buffy was walking past one of these piles when the idea of making a 'Danger Room' out of all this junk sprang to mind, and she made an idle comment to the air, "Too bad Forge isn't here. He could probably build us a whole new mansion with all this stuff."

After thinking about her statement, and accessing her Cyclops memories, she just shrugged and didn't bother reacting. They had all gotten pretty used to when they would say something in regards to their X-Men memories and it make no sense to anybody around them.

All in all though, everything appeared pretty stable. The car piles were carefully placed so that even if maybe the towers got too high, they would or could only fall in such a way that nobody standing nearby would get hurt. Beyond the smell though, the junkyard was indeed an ideal training ground.

Decision made, Buffy quickly made her way to the center of the lot, where coincidentally enough, a small wooden shack was set up, fully equipped with office equipment, but looking, and for good reason, like a living, or even unliving, soul had set foot inside of it in years. Once everyone was there, and to get out of the smelly heat, Buffy opened the door, which had been locked, but said locks had been so badly worn and rusted that her Slayer strength easily tore them apart allowing them entrance. And bizarrely enough, the air conditioner still worked!

"So what do you guys think?" she finally asked as she sat down in the chair behind one of the desks in the antiquated office.

"Well, it is quite isolated," Giles pointed out. "And quite obviously no one is truly interested in even occasionally visiting, so secrecy should mostly be guaranteed."

"It smells," Cordelia grumbled.

"There's also plenty of room for training maneuvers and using our powers," Willow added her concerns. "And we can all cause lots of damage without having to worry about paying to replace anything like that or even worry about causing damage at all."

"See, didn't I tell you guys this was perfect?" Xander gloated.

"It /_smells_!" Cordelia insisted.

"I checked it out myself," Buffy insisted over Cordelia's objection. "The place is stable and even if we meant to, I seriously doubt we'd be able to cause enough damage to where someone would be in danger. Nobody has to worry about having a car or a mountain of junk falling on them, and I did see that open space out there. I was actually thinking that if one of us had dressed up like a tech-wizard we might actually be able to make a very real Danger Room out here. Quite frankly, I agree with Xander. It's perfect for our needs."

Grumbling, Cordelia scowled, "It still smells."

Getting up, Buffy nodded to each of the gang in turn, "We'll all show up tomorrow, it being a Saturday and set up a routine. Maybe learn the limits of our current powers. I don't know about the rest of you, but I do remember that the more the X-Men got used to using their powers, the more powerful those powers became. We really don't know if the same will happen to us or if we'll slowly lose our powers over time. There is no way to know until we find out for ourselves. Now. Show up at 8 o'clock sharp, and dress for a long workout. And Cordy, if you feel like dressing skimpy, please remember your other powers."

"You want us to show up at a _/junkyard/_ on a /_Saturday_/ at 8 in the morning and you talk to me like that!" the teen social queen screeched.

Buffy, her shaded back on, simply turned to stare at the cheerleader.

More intimidated than she'd like to admit, the white striped brunette simply backed down with a quiet, "Fine. Whatever."

After everything was settled, they all quickly left and began the trek back to their homes, however before they were even back to the familiar streets of Sunnydale, the sun had set and the demons and vampires came out to hunt and play.

"Damn, should have paid more attention to the time," Buffy berated herself, feeling responsible and quite ashamed of herself for coming out under-prepared for night on the Hellmouth. Whether those were Cyclops' strategic instincts or her own Slayer ones, she wasn't fully certain, but she was cursing herself out either way.

"Aw, we can take care of ourselves now Buff. No need to worry. Sides, between you and Cordy, I'd love to see a demon strong enough to take the two of you on!" Xander crowed.

Out of the sudden darkness, a deep reverberating growl echoed through the night. Before anybody could ask the question on everyone's minds, a glowing green slimy tentacle suddenly appeared, quickly followed by the one-eyed glowing green putrid slime ball it was attached to. A gurgling roar emerged from it's pitch black gaping maw it probably called a mouth, making its entrance complete.

"Somebody hit Xander," Willow sighed as she prepared herself mentally and physically for the coming confrontation.

"And if anybody makes any one-eye cyclops jokes, please remember I have super strength along with optic blasts, and it's getting close to that time of the month for me, so you have been warned," Buffy warned them all before tearing off her shades and began to imagine the trigger in her mind. Instantly her eyes flashed red and began to spark with crimson energy.

"Ahhh, gross!" Cordelia shouted, "No way am ah goin' ta fight with that thang! Ah'd ratter wrastle wit a pig in a mud pitt!"

"Cordy, not now!" Buffy shouted. "If you don't want to touch it, then just throw things at it!"

"Alright big green and slimy!" the Slayer taunted as she ran full tilt for the ghastly demonic creation, "Smile for the camera!"

"No! Buffy! WAIT!" Willow shouted.

With a flash of red light, a full-powered optic blast was released upon the creature . . .

TO BE CONTINUED . . .


	3. TrainingNew way to MAKE garbage

_Training, (Or, New and Interesting ways to make MORE Garbage)_

Out of the sudden darkness, a deep reverberating howl echoed through the night. Before anybody could ask what the sound was, a putrid green giant slime ball, literally a giant ball of green slime, suddenly appeared, and stumbled in the group's direction, it's single visible eye staring right at them. A gurgling roar emerged from it's pitch black gaping maw it probably called a mouth, making its entrance complete.

"Alright big green and slimy!" the Slayer taunted as she ran full tilt for the ghastly demonic creation, her eyes flashing with crimson energy, "Smile for the camera!"

"No! Buffy! WAIT!" Willow shouted.

With a flash of red light, a full-powered optic blast was released upon the creature . . .

. . . and tore right through it, splattering the green slime all over the street.

Buffy blinked in surprise, clearly not having expected the confrontation to end so quickly, or even the way that it did. Especially not with what happened next.

"Geez Louise lady! What are you trying to do? Kill me!" a young voice suddenly cried out from the middle of the largest pile of remaining slime.

As the group watched, a small figure crawled itself out of the muck, the slime dripping off of the young boy like it was green jell-o or something.

"I . . . but . . . what the . . . who . . . how . . . huh!" Buffy stuttered before finally turning towards Willow, whom she realized belatedly tried to stop her attack.

"I'll explain," the redhead answered the confused blonde's look. She walked forward until she could help the boy, who really was a boy, at most no more than twelve or thirteen years old, to step completely out of the slime and gathered everyone else around them.

"This is Kevin Ozbourne. This is his neighborhood. And no, he's not a demon or a vampire. He also dressed up as a certain superhero for Halloween," Willow explained.

"Yeah, and hey, how did you know that!" the boy screamed.

"Telepath," Willow answered with a smile, pointing at her head.

"You've got powers too?" he sounded excited now.

The others' eyes all bugged out in outright shock as Buffy voiced the statement they were all thinking. "We've got powers /_TOO_!" Addressing it as a question to Willow.

"Yeah," Kevin answered instead, "I dressed up as Prime for Halloween and ever since I can actually turn into Prime, just like that kid in the comics!"

Buffy rolled her eyes and resisted the urge to scream. "Again with the comics," she raged instead, "I don't suppose somebody wants to tell me what, or who . . . or /_what_/ "Prime" is, do they?"

"Prime is a superhero, from Malibu Comics instead of Marvel Comics," Xander logically replied. "Big, really big, strong, huge muscles, and he can fly. Catch is, he's really a thirteen year old boy who got experimented on when he was a baby and now the kid can . . . turn . . . into . . . Prime . . . whenever he gets . . . angry . . ."

Xander's eyes were getting wider and wider as he continued, staring openly at Kevin Ozbourne.

Kevin just shrugged up at the older teenagers and adults. "Like I said, just since Halloween. And . . . hey! Did you guys get your powers from Halloween too? You think that . . ."

"Now's really not the time to be conjecturing on anything at the moment," Giles interrupted. "Kevin, I suggest you go home this instant. Despite your . . . newfound abilities, there are things out here in Sunnydale at night that even true superheroes would fear."

"Hey! C'mon . . ." Kevin protested.

"He's right Kevin," Willow interrupted, staring directly into the boy's eyes, and incidentally, his mind as well. "You should go inside. It's getting late and you need to finish your homework before it's bedtime."

"I should go inside," Kevin repeated, glassy-eyed, "Need to finish . . . homework . . ."

He shook his head and blurted out, "But maybe this could be important, and if you've guys got superpowers too, I can help and we can form our own super team like the Ultra Force! C'mon, please!"

"Kid," Xander stepped forward, "Kevin, right? Remember, how, when Prime first joined the Ultra Force, and Hardcase was the only one who knew Prime's secret identity? How Prime kept making mistakes and causing just as much harm as good?"

"Yeah, but . . ."

"And Hardcase said it was because Kevin, being only a child, was too inexperienced and thought like a child even when he was Prime. And so Kevin had to mature in order to make Prime mature and . . ."

"Do as Hardcase told him to do," Kevin finished with a sigh.

"We'll talk more later. In the morning maybe. I promise," Xander told him.

"OK," Kevin looked dejected, but nodded and began to walk toward what was apparently his house. Suddenly he turned back, "Hey, which superheroes did you guys dress up as for Halloween?"

Xander smirked as he partially formed his hand into solid ice. "We're the X-men," he answered with relish. The girls, Miss Calendar, and Giles all rolled their eyes in contempt. Ever since he'd become Iceman, Xander had been non-stop about how the Slayerettes had 'evolved' into the "X-men". Usually with much more emphasis and excitement displayed.

Kevin, however, was suitably impressed. "Wow. We'll talk more, right? Tomorrow?"

Xander returned his hand back to normal and nodded. "We'll talk more. Can't promise tomorrow, we're still kids ourselves and have school like you do."

"So you're at the High School?" the boy that could become Prime asked.

They all nodded in answer to this, and blushed a little when Kevin gave each of them a look of pure awe and said, "Cool." Then he rushed inside, only the huge pile of green goop as evidence he'd been there at all.

After a few moments, the group began their walk back to the High School, and it was several more minutes before Buffy finally pointed out, "OK, is it just me or is anybody else totally freaking out over what just happened there?"

"What, that you almost killed an innocent little boy?" Cordelia viciously remarked.

Buffy glared at her, but Cordelia just gave a superior smirk right back. Buffy glowered, but then paused when she saw Cordelia's expression suddenly shift from snobbish superiority to guilt, confusion, and then finally the same neutral face she'd been wearing for most of the day. The Slayer squeezed her face in confusion. Something was going on with the white-striped brunette.

"I think she means more the fact that we weren't the only ones changed, permanently, by Halloween," Xander retorted to Cordelia, ignorant of the conflicting expressions on her face.

"Whatever," came the indifferent reply.

Now Buffy was certain something was wrong with the powerhouse cheerleader. She /_never_/ gave up this easily on a fight with Xander. Xander, too, seemed to realize this and glanced back in concern over the young woman.

"Yes, well, I have the feeling the consequences of that night will indeed be far-reaching and more potent than any of us realize," Giles said. "I've double-checked, from the evidence we gathered at the costume shop, of what exactly it was that Ethan's spell did."

"So that's what you were doing last night? I thought you and Miss Calendar were just making out again?" Buffy "innocently" asked.

"Uh, er, yes," Giles blushed, grabbing his glasses and furiously cleaning them for several moments. "As I was saying, I believe that Ethan's spell, which should have just been a simple prank, an offering if you will, to the Gods of Chaos, was something much more complicated. Instead of asking a mere deity to change the costumes, which truly would have made it a temporary, yet very chaotic prank. Ethan's spell instead drew upon the very /_force_/ of Chaos itself. Something . . . a great deal more powerful than any of the deities in any form of witchcraft or sorcery I know."

"So . . . bad?" Buffy asked, not fully grasping the concepts her Watcher was speaking of, though in the back of her mind, she felt something that /_did_/ understand both exactly what the Watcher was saying as well as the implications of it.

"What Chaos changes, stays changed. Not even if Chaos wanted to with all of it's powers reverse a single change it made, it couldn't. And as such, nothing else can even begin to reverse any such change. The forces of Balance certainly couldn't do it. They'd work to make the universe around the change adapt to it, instead of reverse or even risk enhancing the change. It's all, rather abstract really."

"So . . . bad?"

Giles let out a huff of annoyance, but refrained from speaking any further.

"So what you're saying is that everybody that bought a costume from Ethan's, and changed on Halloween . . . either kept a single trait or just plain became the person they dressed as for real. Permanently?" Xander asked, displaying a remarkable grasp of what the Watcher had said.

Surprised, Giles just nodded, "Indeed. Very impressive Xander."

"Well . . ." the teen just shrugged and blushed.

"Too bad Partytown went out of business. A lot less people might have changed," Willow spoke in the silence.

"Any people dressed as demons we should be worried about?" Buffy cut right to the heart of the matter.

Willow immediately shook her head. "No. I've been working on my scanning abilities, not to mention I've been paying attention to the news and papers. I also managed to procure the list of all of Ethan's customers. All the kids that bought devil costumes or demon masks from him, rather surprisingly, decided to dress as something else entirely on the actual Halloween night. However there was this one guy that dressed up as a vampire, but I've seen him around school and he's been in the sunlight and everything."

"Well that's at least one less worry," Buffy gave a sigh of relief.

"Yeah, like Miss Superpowers actually cares about our worries," Cordelia suddenly snapped.

They stopped and turned to look at her, but before anyone could say anything, she turned around and snapped out again, "Like I actually care about your worries! I'm going home! You guys have the whole X-meeting or whatever the hell you freaks call yourselves now, and leave me alone!"

Xander reached out but she stepped out of his reach, screaming, "Don't touch me! I'm going home!" And with that she took off into the night sky, quickly disappearing in the darkness.

"What was that about?" the blue-eyed brunette asked.

"Nothing. We should all go home. We've had an eventful day. We can talk things out in the morning, when we're all fresh," Willow suggested.

Buffy's eyes flew and locked onto the redhead. Again, there was that sense of /_knowing_/ something that she had no way or right of knowing. Willow was lying. Or more rather, she was hiding something. And she wanted to tell it to Buffy, but not the others.

Thinking fast, she quickly made a decision and added to the redhead's suggestion, "Yeah. Look, don't worry, I can patrol by myself tonight, and I'll promise to restrict myself to Slayer powers only. Why don't I escort you guys home, and then I'll . . ."

"Nah, no need to worry about me Buff," Xander interrupted. "I've got a decent enough handle on my powers that I can get home without a Slayer-escort . . . not that the sentiment isn't much appreciated," he added with a lecherous grin, to which she responded with a faux-scowl and a few playful punches.

"But really, I'll be OK," he said.

"Miss Calendar's apartment isn't far from here, and she's promised to drive me home when I need to," Giles included.

Not the brightest bulb of the bunch she knew, Buffy was neither blind nor stupid, and she absolutely knew she didn't want to go anywhere near trying to imagine what would /_really_/ be going on in Miss Calendar's apartment that evening. Choosing the wisest course of action, to not say anything at all, she just turned towards Willow with a questioning look on her face.

"Sure. It'll give us time for girl-talk, not to mention I'll be properly supervised if I need to practice my telekinetic powers," the telepath replied.

"Well, OK then. Shall we go?" Buffy started to walk them off towards Willow's house while the others immediately turned to go in their needed directions.

"Great," Willow chirped and they began walking along.

Fifteen minutes later, Buffy was reasonably sure they were alone, so she finally asked her burning question.

"What's wrong with Cordelia? And I know you know, so don't bother trying to say nothing is wrong. She was acting way too . . . un-Cordy-like for Cordelia. So spill!" the blonde challenged.

"Un-Cordy-like?" Willow repeated with a giggle.

"Fine, you want me to say it? She wasn't as much of a bitch. She was much less bitchy than her normal self. Happy now? Now talk!" Buffy growled, entirely serious.

Willow took a deep breath and sighed. They walked on for a few moments more before the telepath finally answered Buffy's question. "Cordelia has voices in her mind."

"Yeah, so? We all do since Halloween," Buffy was wondering what this had to do with Cordy being so demure.

Willow shook her head. "No, that's not what I mean. She has Rogue, yes, but Rogue too had voices in her mind. The voices of the people she absorbed powers or energy from. Thankfully Cordy doesn't have all the minds of everyone Rogue ever absorbed with her power, but she /_does_/ have Rogue's power, which means . . ."

"She's hearing the voices . . . the minds of people that she's touched with her mutant power?" Buffy conjectured, surprised as the thought just came to her.

"Yep," the mutant telepath chirped.

"Well, OK, that can be bad I'm sure, not to mention its adequate reason for her to not be as bitchy, but how many people could she have touched or used her power on?" the mutant Slayer wanted to know.

Willow glanced at Buffy with a raised eyebrow, making the mutant Slayer think it was a bigger number than she had first thought of.

"It wasn't until two days after Halloween that Cordy finally started wearing elbow-length gloves and pants and on some days full sleeve shirts. The reason, she told me earlier today, was because almost her entire wardrobe was revealing, short, or barely there, and she didn't want to get rid of a lot of it just because she couldn't come into skin contact with anyone. She thought she could keep people from touching her on her bare skin just by herself. After two days, she learned her lesson," Willow explained.

"Other than her parents, most of the staff working at her house, she also put into 12-hour comas all of the Cordettes, including Harmony, her boyfriend-of-the-moment, and 19 of her father's business partners. That was just day one. Day two, she did it all again and found out that all of the Cordettes have powers of their own. That's the real reason we went shopping this morning," she continued, "Cordelia needed my help. The voices had started to fade, but they never left and she wants them gone. Or at least pushed far enough back they don't bother her consciously. I did what I could, being limited in experience, save for what I can get from Jean's memories, but its a step-by-step process. I doubt even the real Jean Grey could help Cordy at the moment. Only person that could definitely make a difference would be the Professor."

"And we're sure nobody dressed as him, not even some kind of alternate or young or parallel universe version of him?" Buffy whined.

"If somebody did dress as a telepath more powerful than me, they're masking their presence from me, and I'd be unable to even begin tracking them down," Willow answered.

Buffy sighed and rubbed her forehead, where she felt the beginnings of a powerful headache. "And I thought the memory flashes were bad," she complained. "Do what you can for her. I'm gonna patrol, see if I can't work out some of this stress."

"You should stop by your house before you do, your Mom might get worried," Willow told her as the redhead climbed the steps to her porch to her home. Buffy blinked in surprise. She hadn't even noticed them getting to Willow's house yet.

"Uh, yeah, I will. Don't worry Wills, I can take care of myself. Slayer after all," Buffy grinned.

Willow grinned back, and then it happened.

/_She's so much like Scott it's almost scary sometimes. I think I'm falling in love here._/ Buffy heard quite clearly in Willow's voice in her mind. And she was certain it was in her mind because her ears hadn't 'heard' anything and her eyes were telling her Willow clearly had not spoken.

"Well, good night," Willow turned around and then went inside, leaving Buffy to stare in mounting confusion at the closed door.

"What the heck is going on?" the blonde mutant Slayer asked herself before slowly turning around and walking home.

"I'm not telepathic," she said to herself, walking along. /_And I sure as the Hellmouth is in Sunnydale not in the habit of listening to my friends private thoughts. So what is happening to me that gives me unrestricted access to the inner workings of my best friend's mind?_/

She continued to mull the problem over and over in her mind on the way to her own home, trying to figure out if what she knew was actually happening, or if it wasn't some unforeseen side effect of having Scott Summers in her mind and his powers to boot.

Finally, just as she was approaching her own front porch, she decided to give up on analyzing for tonight and just focus on patrol and killing some demon and undead ass. At least that was her plan right up to the moment that she actually opened her front door.

"Buffy Anne Summers," her mother, Joyce Summers, called with an imperious tone the moment she stepped through the front door. By the tone alone, Buffy knew she was either in trouble or very soon was going to be.

Wincing as she shut the door, she turned to face her mother in the living room. She blinked in surprise to see her mother standing there, fists on hips, hair done up in curls that made her look more like she was wearing a crown, and wearing a beautiful green silk dress, which actually looked more like a set of robes than just any ordinary dress. What was more, her mother seemed to have gone to town with her mascara, the dark lines around the woman's eyes giving her an almost evil-look.

"Uh . . . yeah Mom?" the younger Summers finally replied.

"We need to talk," the elder Summers said back, and then pointed to the couch.

Frowning, as this was not the usual way conversations where she got into trouble started, she did as bid and looked up at her mother. Wait . . . had she added henna to her hair? It looked more . . . reddish than it's normal dirty-blonde.

"First things first. I know you are the Slayer, and honestly, I don't care about that. I'm more concerned with the fact that you've chosen to try and keep it a secret from me, as well as something that happened on Halloween, which I /_know_/ something happened, because it happened to me, and I am sure happened to you too," Joyce Summers said, effectively shattering Buffy Summers' entire world.

"Huh . . . uh . . . wha . . ." was all the mutant Slayer could say.

TBC . . .


	4. Surprise! Yer Moms a Witch! Really!

_Surprise! Your Mother is a Witch! No, a REAL Witch!_

Finally, just as she was approaching her own front porch, Buffy decided to give up on analyzing for tonight and just focus on patrol and killing some demon and undead ass. At least that was her plan right up to the moment that she actually opened her front door.

"Buffy Anne Summers," her mother, Joyce Summers, called with an imperious tone the moment she stepped through the front door. By the tone alone, Buffy knew she was either in trouble or very soon was going to be.

Wincing as she shut the door, she turned to face her mother in the living room. Not surprising, her mother was standing there with her fists on her hips, righteous scowl on her face, and an intimidating glare that she often tried to mimic when fighting vamps. Unfortunately, she still couldn't pull it off as well as her own mother could.

"Uh . . . yeah Mom?" the younger Summers finally replied.

"We need to talk," the elder Summers said back, and then pointed to the couch.

Frowning, as this was not the usual way conversations where she got into trouble started, she did as bid and looked up at her mother. Thankfully, the intimidating glare had faded into one more of parental concern combined with a guilty-self look that she recognized from the few times that her mother had wanted to have a "talk" with her, but was not going to be punished, at least not yet.

"First things first. I know you are the Slayer, and honestly, I don't care about that. I'm more concerned with the fact that you've chosen to try and keep it a secret from me, as well as something that happened on Halloween, which I /_know_/ something happened, because it happened to me, and I am sure happened to you too," Joyce Summers said, effectively shattering Buffy Summers' entire world.

"Huh . . . uh . . . wha . . ." was all the mutant Slayer could say.

"I was invited to a Halloween party at a friend's of mine. It was rather last minute, so I had hardly any time at all to go and find a costume. When I asked Xander where he'd gotten his and the rest of yours, he told me, and the moment you were out the door, I raced to that shop, Ethan's, and I bought one of the last costumes he had. It was rather funny really, and I'm sure you don't even remember the TV show, but . . ."

Having gotten over her shock, Buffy quickly put the pieces together with what her mother had been saying. Ethan's, again. Her mother had dressed up in a costume, and now had the leftovers, whatever those might be from whatever costume. It would also explain how she could possibly know about her being the Slayer and all of the supernatural all of a sudden, with almost no prior warning.

"Mom," she tried to interrupt, speaking louder and louder till she was shouting, "Mom! MOM!"

Joyce stopped speaking and looked down at her daughter. Buffy quickly stood up and took a deep, calming breath. "What costume did you dress up in Mom?" she asked calmly.

"Well, like I was saying, it was an old TV show and it was . . ."

"MOM!"

With a sigh, and sagging her shoulders in defeat, Joyce answered, "I dressed up as Samantha's mother from the old TV show _Bewitched_. I dressed as Endora." As she said this, she made a rather dramatic wave of her hands, and instantly, just like that, she was suddenly dressed much differently. Her hair, which was much redder than it normally was, like henna had been added to it, done up in curls that made her look more like she was wearing a crown, and wearing a beautiful green silk dress, which actually looked more like a set of robes than just any ordinary dress. What was more, she seemed to have gone to town with her mascara, the dark lines around the woman's eyes giving her an almost evil-look.

Buffy stood there, stiff as a board for several long seconds, and then, with no other warning, her eyes rolled up in her head and she fainted.

_P.O.V. Switch_

Xander was stoked.

There was no other, or better, word for it. He was stoked.

In fact, he'd been 'stoked' for the better part of two weeks, ever since the morning after Halloween night. It was all he could do during most days just to keep the grin from splitting his head open like a sliced grapefruit. Disturbing imagery come to think of it.

He knew it was getting to the others, the way he was so excited over everything that had happened, while they were all worried and concerned about consequences and things like that. Especially Cordelia. She'd been strangely . . . not-Cordelia-like these past couple of weeks.

Willow seemed to have embraced the situation as a whole, just without his enthusiasm for it. Buffy was coping and handling it, but given that her power was, with a possible exception on his own part, and maybe Cordelia's, the most destructive out of all of theirs, he understood her reluctance. Although the way she'd gotten so cautious of almost every little thing they all did was starting to chafe him a little. It reminded him of when Cyclops and the Professor . . .

Xander stopped and slapped his palm to his forehead. There he went again, confusing his own memories with Bobby's. Remembering that, he grinned as he also recalled that, unlike the others, he didn't have Memory Flashes. His and Robert Drakes personalities, it seemed, were so alike that it was like their memories had merged instead of just put side-by-side in the same head.

What kind of confused Xander, though, about Bobby's memories, was how unbelievably immature and truly childish the young mutant had been. Xander understood the need for a joke here and there, and even some harmless pranks. Hell, he even followed with the 'class clown' shtick. But where Xander, and every other class clown in the world turned pranking and joking into an art form, Bobby Drake had turned it into his lifestyle.

There was not one day that the kid wasn't joking around, goofing off, or playing pranks on his fellow X-men. Even during crisis times, though not during actual missions, and serious moments, Bobby was joking, goofing, or /_thinking_/ about jokes and pranks to pull. The only time Iceman had been truly and really serious was during missions, and when he went out on dates with mature women. And even then, his dates still thought of him as the goof ball prankster kid.

Xander understood and even believed in the need for jokes, but he also understood the need for seriousness and attention during a crisis. The night that Buffy had almost died came to mind first and foremost. The night he'd almost lost his virginity to a giant Preying Mantis demon came second most.

Boy, what he wouldn't have given to have powers on either of those nights. Or any dozen of others. Speaking of which, that reminded Xander of another difference he'd noticed between him and Bobby. Their powers.

Supposedly, their powers were the same, Xander getting his from Bobby after all. And while visually and commercially Xander found that he did indeed have the same powers "Iceman" was supposed to have, he'd discovered that he actually had a few abilities that were not in the cartoon shows or the comic books. And at the same time he found that, no matter how hard he tried, he couldn't even do a variation off some of the things that Iceman /_had_/ done in some of the comics.

Turning /_into_/ "Iceman" and back again wasn't a problem. Even his clothes were dry after he'd "thawed out", as he like to think of it. He could even do it in different ways, either the ice block, like from the older cartoon shows, or from the more recent ones and comic books, he could just will himself to change, and just like that, with a wave of blue ice energy, he was Iceman.

He could also generate cold, make ice out of nothing, and absorb heat from any nearby object, just the same as it was described and demonstrated in cartoons and comics. Ice bridges worked the same too, though they tended to be more ice slides.

What he couldn't do, yet he hoped, was control and manipulate ice the same way Iceman could. Bobby . . . Iceman could make figurines, statues, almost anything out of ice and then control it in someway, even though there'd been one comic where it explained that, when he'd made a "living" "moving" chess set, the ice wasn't actually moving, he was just continuously freezing it over and over on a microsecond-by-nanosecond basis. Or something like that. Iceman could also control the very movement of molecules around him. Once in fact, Xander had read that he'd made everything around him for an entire mile reach Absolute Zero, meaning no molecular movement at all.

Obviously, Xander couldn't do that.

However, he had discovered something very interesting, and not something that the creators of Iceman had just left out of published material, but still implied as something the mutant could do. Xander . . . could /_see_/ heat waves. And not the blurry air that you see on a hot summer day when a car goes by in the desert. He saw it all the time, streaks, fumes, waves, pulses, whatever they were, of reddish light coming off of things. Most of the time it was people or the ground, at school it was like walking through a haze of red mist, only it never really affected his true vision. It was more like it was layered either over top or underneath of the way he normally saw. It was really cool when he saw that instead of that red mist coming off of him, like everybody else, he saw it being sucked into his body.

It also kind of helped him identify vampires, he had noted.

"You think they'd learned by now," Xander chuckled quietly to himself as he recognized above noted vampires stalking towards him. He didn't even bother with turning into Iceman or with any cool speeches, just hitting each with a "Freeze Ball", which had the instantaneous effect of freezing them solid like they'd just been dumped into a vat of Liquid Nitrogen.

/_That_/ was another ability that he knew Iceman didn't have. Whenever Iceman froze somebody, even with lethal results, which Xander demonstrated as he casually knocked off the vamp-cycles' heads, he did it with a beam or some kind of blast of pure cold. He didn't throw a snowball at them or even just look at them wrong and then BAM, they were ice statues that broke on contact.

But really, Xander was discovering, that was all it took for him. He'd be looking at something across the room, a piece of paper, a poster on the wall, or even a pencil, and the moment he stopped staring he noticed that the object was frosty and looked like it'd been carved out of snow.

So that lead him to developing the 'Freeze Ball'. It wasn't even the size of a golf ball really, but it was made up of the same bluish ice energy that he shot out whenever he wanted to make a lot of ice, and then he threw it like a snowball or something and whatever it hit, hit bare degrees above Absolute Zero, freezing solid.

Out of nowhere, Xander was snapped out of his reverie, a crash from a nearby alley alerting him of trouble. Running quickly, Xander quickly caught sight of more than a dozen figures at the end of the dead-end alley. With only a glance he could tell that most were vampires, save for two at the exact center of the mass, which were generating a surprising amount of heat to his 'cold vision'. Huh, he'd come up with a name for it on the spot . . . despite agonizing a name for it for more than a week already.

Making a quick decision, Xander transformed into Iceman, foregoing the ice block routine in light of the fact that two people's lives were in imminent danger.

Gathering Freeze Balls in each of his hands, only able to make one for each hand so far, Xander stepped into the mouth of the valley and shouted at the top of his lungs, "HEY DEAD BEATS! TRY MESSING WITH SOMEBODY YOUR SAME BODY TEMP!"

It certainly got their attention as all of the Baker's Dozen turned to him and growled, their yellow eyes actually glowing in the night.

With a wry grin, Xander just chucked out his two Freeze Balls, creating more to replace them the moment they were airborne. Two vamps at the front, with no more warning than the balls of blue light hitting their chests, were flash frozen in an instant.

The other vamps, confused by this, reached out to check on their comrades. At the first hint of a vibration against them, they cracked and crumbled into shattered melting pieces of dusty ice.

Realizing the danger they were now presented with, the vamps did the first thing that all vamps do in such a situation. They mindlessly attacked the threat.

Iceman, unfortunately, had been counting on them doing the /_second_/ thing vamps do when in such a situation, which was run away scared shitless.

Backing up in startled fright, Iceman panicked and cast out his remaining Freeze Balls, taking the odds down to 9 vampires against 1 potential-Omega Class, unexperienced, untrained mutant teenager.

Bet on the boy.

The first five reached him almost as one, two going for his arms, another two for his upper torso, probably his neck his adrenalized mind conjured, and another one for his legs, driving him to his knees.

"I got his arm! I got his arm!" cried one of the one on his left arm.

"AAAAARRRRRRRRRRAAAAGGGGGGGGGGGHHHHHHHHHHHHHHHH!" Xander suddenly screamed as a terrible jolt of pain the likes of which he never could have imagined tore through his left arm.

"Whoa," the vamp that had spoken stepped back, sounding and looking shocked. And he had ample reason as he was holding in his hands Xander's iced left arm, up to past the elbow. Xander stared, dumbstruck, even as the terrible pain of his arm being ripped right off of him slowly faded. It was just like tearing an icicle off a roof or a car, he idly thought, his mind in numbed shock, until he felt another tearing pain, in his neck this time.

"Shit!" one of the other vampires pulled back suddenly, "This freak really is made of nothing but ice!"

"Lets eat him anyway," another commented back.

If there was one thing that Xander hated more than having his arm broken off and his neck bitten into, it was, surprisingly, being called a freak.

"What the...!" the first vamp cried out in alarm as the iced arm he'd been holding suddenly melted faster than reason could explain, right through his fingertips.

"HYYAAAAAAAAAAAAAAAAAAAAAAHHAAAAHHHHHHHH!" Iceman crouched low and screamed loud, his power erupting all around him.

A blue/white flash blinded all those in the alley, and when they could see again, Iceman, with only one arm, and cracks coming from holes in his neck, stood up. His eyes locked on to the vamp that had torn his arm off. The others had vanished after the light show, though their disappearance might explain the gray/white snow that was now falling around the young mutant.

Frozen more by fear than Iceman's powers, the vamp whimpered as the ice statue took a step in his direction.

Cracking sounds, like those you hear from an ice machine or when a frozen pond or lake is breaking apart, suddenly filled the small alley, sounding impossibly loud. It took everyone a moment to identify the source, but when the cracks in Iceman's body began to mend, and first shards, then whole icicles, and then a new arm began to grow back in place of the one that had been torn off, it became kind of obvious.

"THAT!" Xander/Iceman roared at the vamp once his arm was fully restored, "HURT!"

Suddenly, sharp-looking ice crystals formed all up and down Xander's entire left arm, which seemed to raise of its own accord in the general direction of the offending vamp.

It gulped in fear, then raised its hands in surrender and squeaked out, "Sorry?"

His face a mask of anger, Iceman's whole arm tensed, and then wave after wave, shot after shot of sharpened ice crystal spears were fired from his opened palm, each flying straight at the vamp at lethal speeds. Of course ice, even if its through the heart, won't kill a vampire, no matter how fast it's flying through the air, or through that vampire's body for that matter. However, a /_LOT_/ of ice, sharpened to razor edge points, without end, can be excruciatingly painful, even for a vampire. Even more so when all of that ice literally shreds its heart, most of its body, and if you get lucky, which Iceman most certainly was that night, enough of its neck to sever the head from the body, then that should be more than enough to make the vampire wish he were really dead, and then help him along quite nicely.

Only after he realized he was shooting ice spears into the alley wall did Xander finally stop and take stock of the situation again. There were still four vampires, and, although not shocking, but surprisingly the couple that had been about to be vamp-chow were still at the back of the alley.

The remaining vampires were also re-evaluating the danger they were now presented with, the vamps did the second thing all vamps do in a situation like this. They tried to run.

Duly noted; /_tried_/.

Four ice beams as they ran past and some slippery ice on the pavement straight towards hard and immovable objects, and just that much more wet dust when the sun finally comes up.

Threat over, Xander breathed deeply to try and get the adrenaline to stop pumping.

When he finally noticed that he still wasn't alone, he was plum too tired to bother with being startled anymore. Thankfully, it wasn't anything to startle over as it was just the couple that he'd just rescued.

"Xander? Xander Harris?" a far too-familiar voice came from one of them.

Crap, they recognized him. They must go to school with him or else . . .

Xander's brain short-circuited as he caught sight of and actually looked at who had spoken to him.

Amy Madison and Scott Hope, though the young mutant barely even registered the other boy's presence in light of Amy's. That mostly had to do with the outfit Amy was wearing of course.

"Well hello there," Iceman switched immediately to his 'cool' 'talking-to-hot-girls' persona.

Scott Hope rolled his eyes, then, in full view of their classmate and rescuer, put his arm possessively around Amy's shoulders. The action instantly clicked with Iceman's memories of 'off-limits' girlfriends, and he pulled back and toned down the 'cool'.

"So I see I'm not the only one that had an . . . interesting Halloween," Amy said to Xander, bringing his attention back to her.

"Yeah, though I'm wondering how much more . . . heh, eventful yours was than ours," Iceman commented back, looking her up and down.

Now it was Amy who rolled her eyes, as she retorted, "You're just lucky I don't turn you into something slimey. Even if we do owe you our lives now. Sort of."

"So . . . uh, help me out here Amy, what exactly did you dress as again?" Iceman asked, and smirked knowingly.

Amy was in a red and pink outfit. Starting at the top, her blond hair was done up in sort of a braid, which seemed to have been decorated around a tiny little red fez-cap with pink embroidery on it, from which came a gauzy pink veil that fell down to cover her neck like some kind of Arabian Princess thing. Then she wore a tiny red jacket, the sleeves ending just below her shoulders, and the bottom hem of which was even with the bottom of her bust. The jacket also had that same pink embroidery on it that her cap did. Speaking of which, the jacket was open, revealing a frilly pink bra as the only other thing she was wearing for a top. Her midriff was entirely bare.

Unfortunately, in Xander's opinion, her pants started high on her waist, covering her navel but still leaving plenty of skin to enjoy visually. The waist of the pants was the same red as the jacket and hat, but there were still those embroideries, though on the pants between them Xander could see skin, and no sign of any underwear straps, which /_should_/ have been visible through those openings if there were any. Below the waist was wear things got interesting however, as the pant-legs were nothing by barely-there translucent gauzy pink silk with slits in the calves and around the thighs he further noted with an appreciative eye.

To top it all off, she was wearing pointy, pink and red elf slippers.

"For your information, pervert, I went as Jeannie, from "_I Dream of Jeannie_"," Amy answered him with an annoyed huff.

Scott Hope chose that moment to hold up an expensive-looking, yet still all-too-familiar jeweled perfume bottle, uncorked at the moment.

That sent Xander reeling, as he'd had quite a different costume in mind given Amy's appearance, like an Arabian Princess . . . or maybe something a bit more naughty . . . but now that he realized it, Amy's costume . . . her every appearance was 100 exactly like that of Barbara Eden on the TV show "_I Dream of Jeannie_". Except of course for being Amy Madison and not Barbara Eden.

"So then that would make you . . ." he pointed at Scott Hope. Who nodded back with a simple nod and the smirk of the superior.

"Oh . . ."

"You said it," Amy and Scott both finished for Iceman.

_P.O.V. Switch_

Cordelia was confused. And that scared her more, a lot more, than the fact that she was currently a hundred feet in mid air with nothing underneath her nor holding her up in anyway. Contrary to what physics tells us however, Cordelia was not falling down, or falling in any general way at all. Currently she was traveling horizontally, parallel to the ground, rather than vertically, which many sciences would agree would be quite impossible without some means of support or at least /_something/_ beneath her to hold her there.

Of course Cordelia Chase didn't care one iota about what "science" said. She could fly, and so she flew, it was that simple in her mind and she wasn't asking questions. About that.

She had much more important questions on her mind. Like how much longer could she be rich with both of her parents running countless risks and committing tax fraud. Given her best guess, it wouldn't even be a year before the IRS noticed things and started investigating the Chases. She'd probably be in the poor house before she even graduated High school.

The runner up to that question, was how was it that she could possibly know all this? Well, actually she already had the answer to that question. She'd stolen the memories of it, along with all their other memories, from her parents when she touched them with her bare skin and sent them into 12-hour comas.

What was even more bizarre was that so far, every single person that she'd touched and done that too, they just rationalized and came up with some lame completely unbelievable excuse for the missing time. Although her mother rationalizing that she'd had too much to drink wasn't so much a stretch as a convenient excuse.

The only exceptions so far had been her clique of friends that she'd heard Willow once call the "Cordettes". They didn't really feel like her friends anymore though. Especially since she knew that she hadn't been the only one to get a costume from Ethan's thanks to Partytown going out of business.

They had their own 'multiple personalities' to deal with, enough that whatever had everyone else in Sunnydale in permanent denial, wasn't bothering with them anymore. Unfortunately just because all her friends had admitted that something weird had happened and that it involved them on an intimate level, didn't make them any more immune to her power-stealing abilities. Those whole 48-hours had been so confusing that she still had trouble sorting everything out.

It had all started with the maid . . .

Two weeks ago, Chase Mansion

"Miss Cordelia? It is time to wake up?" came the French-accented voice of Cordelia's private maid, Bridgette. The maid knocked on the bedroom door twice more before finally opening and entering quickly. She was surprised to find her mistress already up and about, just finishing up dressing herself in a mini-skirt and spaghetti-strap, low-cut top. The odd addition was the pair of small leather riding gloves she had over her hands. Of course they went with the outfit, this was Cordelia Chase after all, but them being there at all was confusing enough.

"Oh, sorry Bridgette, I was just finishing up admiring . . . the changes I made over the weekend," Cordelia said when she finally noticed the maid standing there.

Bridgette of course knew immediately what her mistress was referring to. How could she not? It was almost a scandal when the Chase heir had come back from Halloween, the day after, with a white stripe in her hair, an added bust size, and muscle tone that had no way of being done overnight, no matter how good a plastic surgeon it was.

But then Mister and Mrs. Chase didn't bat so much as an eye at their only daughter's sudden change in appearance, much rather they complimented her on her hair products and when questioned about the white stripe, Mrs. Chase merely shrugged and said she'd gone through the same fad when she was Cordelia's age.

Sometimes Bridgette worried about her mistress and her family. It just wasn't normal to be /_that_/ ignorant of strange happenings. Cordelia seemed to have become a great deal more aware of the Truth, but Bridgette knew better than to talk about it. Ever.

"Breakfast will soon be ready Miss," the maid curtsied, "And you said that you would like to be reminded that you wanted to . . . walk to school today?"

That confused Bridgette the most out of all the recent changes to her mistress. Cordelia /_always_/ drove to school, since before she'd even had her license.

"Thanks for the reminder. I might not want to wear a skirt after all, come to think of it," the skunk-white brunette muttered to herself, thoughtfully tapping her chin with a gloved finger.

"Miss, breakfast?" Bridgette reached out to grasp Cordelia's shoulder as she had on many occasions since she was a little girl.

Cordelia, too late, saw the danger in the mirror and shouted, trying to move away, "Bridgette! No!" But it was too late.

There was a brief flash of light and Cordy felt something like strength flowing into her, but it was different too. After the flash, however, Bridgette collapsed, her eyes rolling up into her head.

"Oh mon dieu! Bridgette vous est bien?" Cordelia shouted suddenly at her maid. Careful not to touch her bare skin to her maid's again, she began to fuss, muttering to herself, "S'il vous plaît être bien, s'il vous plaît être bien, s'il vous plaît être bien Bridgette!"

Suddenly she stopped and stood straight, staring at herself in the mirror.

"Je parle le français. Sweet Georgia pie," her accent and language suddenly switched to 'Rogue-speak' as she'd dubbed it, "Ah absorbed Bridget's memories, and now ah speak French!"

"I gotta get out of here," panicked, Cordelia rushed out of her room, leaving Bridgette unattended on the floor.

She didn't get far though, as just outside of her room, she ran into the butler, who she hadn't really bothered to learn the name of, though the moment his ungloved hand landed on the exposed skin of her bicep to steady her after bumping into one another, she knew the moment that he fell unconscious to the ground that his real name was Enrique Juarez, though he'd put the name Paulo L. Sanchez on his application, that he'd been living in ghettos for most of his life until a lucky break landed him the sweet crib he had in the Chase mansion. Oh, and he'd been pawning out the "old" jewelry Cordelia's mother had "left around the house" and making almost three times as much from selling those fakes than his "job" working for the Chases was giving him.

And to top it all off, Cordelia now spoke fluent Spanish, which she was cursing the comatose butler with, even as she continued to run away.

Not bothering with the stairs, she simply leaped over the banister and carefully floated down to the first floor, the only thought, that she could say was truly hers, was to get to the others and have them help her fix this mess. Willow was a telepath now, she remembered. She could fix memories and maybe even help her to stop the French and Spanish voices now shouting inside of her head.

Before she'd even reached the door however, the doorbell rung out, bringing the white-striped brunette up short.

On the other side was several men she recognized. They were her father's partners and business associates. They all greeted her familiarly, and she was super-conscious that they only touched her gloved hands, but then things only got worse as her mother and father both appeared, and insisted that Cordelia join them for brunch. Apparently, from their minds, if Cordelia hadn't already left for school, she wasn't going to, as Cordelia herself discovered only minutes later. Unfortunately, it was quite true.

Almost against her will, Cordelia was dragged to her daddy's office, which had more than enough room and it only went sour from there.

"So, Cordelia," one of the more familiar faces sidled up next to her, "how's school been treating you?" he asked right before his arm reached up and around her, his hand coming to rest against the skin of her forearm. Once again, Cordelia was powerless, so to speak, to do anything other than gasp in shock as there was another flash of light and she felt an energy rush even as the man holding her slumped over unconscious.

She was more concerned over the memories and thoughts she had access to now though. Leaping away from the man, she started screaming, sometimes in French, some in Spanish, mostly in outrage however. The . . . the _/pervert/_ had just been feeling her up after drooling all over her, and she knew for a fact that he had a collection of pornography that could rival her fashion magazine collection.

Everyone else in the room however, was more confused and concerned over the sudden change in behavior, as none of them had seen the flash of light and only saw Cordelia screaming and hitting on a suddenly unconscious associate after he asked her an innocent question. The other associates, prime businessmen that worked with millions, or more, dollars a day to make even more millions of dollars, decided they couldn't just sit by and needed to calm the young lady down before checking on their business partner.

Cordelia, out of the corner of her eye, saw them get up and start heading for her, and immediately, she realized what was going to happen if they touched her, still too panicked and overwhelmed to rationalize a way to leave more gracefully and just leave them scratching their heads a little.

"NO! Don't touch me!" she screamed, backing away from them slightly. "DON'T TOUCH ME!"

Of course these men, business elite, had known Cordelia for a long time, and also knew she'd wanted to be an actress ever since she was a little girl. They also felt that, for whatever reason, she was very distraught and should be made to calm down. So instead of heeding her advice, they instead rushed forward and grabbed her by the arms to keep her still. By her /_bare_/ arms.

The flash of light was more intense and Cordelia, (being a teenage young woman almost 17), felt a rush of energy and thoughts so powerful she'd felt like she'd had some kind of orgasm. But none of that had the same effect as a group of fully grown men suddenly collapsing to the floor like puppets with their strings cut around a single young woman, who was standing there with a dazed look on her face.

"C-c-Cordelia!" her mother outraged.

"W-w-w-what did you do? WHY did you do it?" her father demanded.

The Chases weren't physical people, through punishment or affection, but given the circumstances, it wasn't a surprise that both mother and father tried to 'shake' some sense into their daughter after she didn't answer, only staring glassy-eyed into nothing, her brain still too overloaded to completely process the influx of memories from over almost a dozen people, half of them all at once. The inescapable result, two more bodies hit the floor, while Cordelia learned what her life was really all about.

A quarter of an hour later, Cordy finally snapped out of it, groaning from the strain of having so many thoughts, that were not her own, rattling around in her brain. She stumbled out of her father's office and tried to focus herself enough to remember where it was she could go to get help, but it was so hard, her mind leaping from one thing to the next, from business mergers, to math formulas, to accountant stuff, to pornography, to IRS fraud, to fashion and social shit that made /_her_/ look like Willow, to things she could barely comprehend.

Before she could clear her head enough though, the doorbell rang. It wasn't what she needed, but it was a focus, so slowly, Cordy made her way to the door. When she got there, she was surprised to find her "best friend", Harmony Kendall standing there, dressed in some wicked leathers and halter top.

"Oh good, you haven't left yet," Harmony said without preamble.

"H-h-Harmony?" Cordy stuttered, trying to focus through everything cluttering her brain at the moment. She knew Harmony shouldn't be there, but she couldn't force herself to think of any reasons why the other High School socialite would even be there at her house.

"Hey, you OK?" the blond teen asked in an unnatural display of concern. Even as the girl reached out to help, Cordelia couldn't help but dread what was to come, wishing with all her might that this curse hadn't been laid upon her.

Present, Chase Mansion

Cordelia shook her head clear of her memories as she levitated down to land smoothly behind her mansion house. The worst of the thoughts and memories had faded shortly before everyone had started waking up, but there were still traces, vestiges. And she could still understand bits and pieces of French and Spanish, though she was no longer fluent. Then there was what she had learned from Harmony.

Cordelia sighed as she started towards the house, her mind toiling over everything the last two weeks had brought.

Harmony. Harmony, who had been her "friend" since their parents had introduced them in the fifth grade. Harmony who was the second best looking girl at their school and always agreed and complimented Cordy until the brunette felt like she was walking on air, invincible. Harmony, who had hated Cordelia since before they had even met. Harmony, who was always looking for Cordy's one weakness, one way to knock her even one peg down on the social ladder. Harmony, who had dressed up, along with all the other 'Cordettes' with costumes from a new little shop called 'Ethan's' for Halloween. Harmony, who . . .

"Well, well, well, look who the /_skunk_/ flew in!" a harsh voice broke through Cordy's reverie.

Harmony who was standing right in front of her, between herself and her house, and who was backed up with the other five Cordettes, every one of them with a PO'd look on her face.

That wasn't the only thing that was different, she realized as she looked her former friends over. Harmony, standing at the forefront, was wearing skin-tight leather pants, high-heeled boots, and a leather halter top, leaving her abs showing, and (this was unusual) a pair of metal-studded forearm bracers. Cordy also noted that she had a belt with a bunch of throwing knives on the, and a sword, a /_real_/ sword in her hand.

On Harmony's right stood Aura, the "Asian chick" part of their clique, in loose free-flowing clothing of a pleated skirt and school girl blouse. She also held a gun in her hands and a cold almost inhumanly sterile look in her eyes. Immediately behind Aura was Cindy, another blond, but she was taller and had bigger, natural, boobs than Harmony did, but was also the very reason that the Cordettes weren't flunking out of school, as she was fifth in line, after Willow Rosenberg and three others, for Valedictorian. She was wearing a red sleeveless turtleneck and a black mini-skirt and knee-high black boots, and carried a pair of her own guns.

On Harmony's left, another pair of gun-toting hotties, Cordy almost didn't recognize them as they'd been through a few changes like hers. Charlotte, who used to have straight raven black hair, now had a waist length mane of bright /_silver_/ hair, and matching silver eyes. And instead of just a couple guns, she had straps of knives, blades, more guns, ammo clips, and a couple of grenades strapped around her entire body. She also knew that the poor girl also occasionally now spoke with a Russian accent and could speak fluently in the language and several of its dialects. Cordy also knew that was not the limit of her new skills.

Right behind Charlotte was Erin, and while Erin had had red hair before Halloween, it wasn't the same shade of red that it was now, and her bust, which had been a little less than an A-cup, for which she was not teased as it worked for her and her petite frame, she was now sporting a healthy, and probably 'natural', pair of D-cups, same as Cordy herself. She held a pair of hand-knives, and just from the way she held them, Cordy knew the girl could use them with lethal and professional intent.

"Hi guys," Cordelia greeted. Even she was surprised at the level of exhaustion and tone of her own voice.

"Hey Cordy," a voice to her own left spoke. The white-striped brunette turned to see the final member of her clique, stepping out of the shadows as though she'd once been one of them. She held a kitana blade, it gleamed in the moonlight, and the mutant teenager had no doubt that the single weapon was more dangerous than all the guns and other weapons in sight at the moment. At least in the hands of Brittany it was.

"It's kinda late guys, and I'm really not up for any kind of slumber party," she spoke tiredly.

"Oh, that's not the reason we're here/_Rogue_/" Harmony snapped.

Arching an eyebrow in interest, Cordelia just stood there, looking at the femme fatales arrayed around her. After a lengthy wait, she finally just asked, "OK, then what are you here for? Because quite frankly, I'm tired, I'm grumpy, I've had a really long day, and I just want to go to bed, so no games, please?"

"Oh, we're going to play a game alright," Harmony stepped forward, raising her sword in an aggressive manner. "It's called Russian Coup. Bit of history here for you Cor, do you know what happened to the old government leaders after their revolution?"

Cordelia, actually knowing the answer, ignored the question and just stood there, crossing her arms and retorted, "I'm invulnerable. I can fly, and I'm super strong. You can't touch me without putting yourself in a coma, and I already know most of your 'moves', if thats what you want to call it, since I've already absorbed your memories once Harmony. Do you _/really_/ want to do this? Because I honestly don't."

"Doesn't change the fact that I'm going to kick you off your high horse and become the most popular girl in school with you out of the way. And I'm going to take care of that tonight. And prove that once and for all I'm /_better/_ than you!"

"Oh knock it off /_Callisto_!" Cordy snapped back. "And do I even want to know where you guys got all those guns, or that sword?"

"Actually, and it may not be /_Nemesis'_/ Coda sword, but I found this rather decent sword at a Pawn shop. As for the other ordinance, ask /_Noir_/ over there. They're the ones that . . . "relieved" the military base of it," Brittany replied.

"It was sickeningly easy," Cindy answered Cordy's questioning glance, "They really should put some better trained men that aren't so easily distracted by harmless flirtation on guard duty. And don't worry Cordy, Kirika . . . I mean Aura and I aren't going to become assassins or anything like that. We just feel . . . safer with some weapons."

"Bullets don't kill, let alone hardly hurt vampires and demons," the mutant retorted to the pair that Brittany had called "Noir".

"I don't suppose you two appreciated that quip about Russian history?" she asked the last two, who merely shrugged.

"We aren't actually /_Silver Sable_/ and the /_Black Widow_/ y'know Cordy," Charlotte replied, "We don't actually care about Russia or Siberia or stuff like that. And like Harmony said, we aren't here to discuss us like it was a party."

"Yeah," Cordy grunted self-depreciatingly, "We were a bunch of stuck-up snot-nosed snobs, weren't we?"

Unexpectedly, she received several agreeing sounds from all of them, except Harmony, who growled out a warning, silencing the others.

"Shut up!" she shouted at Cordelia, "And defend yourself, if you can!"

The next thing she knew, she had a screaming Harmony racing at her, sword upraised in a killing blow.

TBC . . . ?


	5. Boldly Go where No Thing has Gone Before

_To Boldly Go Where No One Thing has Gone Before_

(Last Time . . . )

With a sigh, and sagging her shoulders in defeat, Joyce answered, "I dressed up as Samantha's mother from the old TV show _Bewitched_. I dressed as Endora." As she said this, she made a rather dramatic wave of her hands, and instantly, just like that, she was suddenly dressed much differently. Her hair, which was much redder than it normally was, like henna had been added to it, done up in curls that made her look more like she was wearing a crown, and wearing a beautiful green silk dress, which actually looked more like a set of robes than just any ordinary dress. What was more, she seemed to have gone to town with her mascara, the dark lines around the woman's eyes giving her an almost evil-look.

Buffy stood there, stiff as a board for several long seconds, and then, with no other warning, her eyes rolled up in her head and she fainted.

"Yeah," Cordy grunted self-depreciatingly, "We were a bunch of stuck-up snot-nosed snobs, weren't we?"

Unexpectedly, she received several agreeing sounds from all of them, except Harmony, who growled out a warning, silencing the others.

"Shut up!" she shouted at Cordelia, "And defend yourself, if you can!"

The next thing she knew, she had a screaming Harmony racing at her, sword upraised in a killing blow.

(And now Continued . . . )

Willow awoke from her light sleep, wide-awake in the face of what her dreams had just shown her. She'd gone straight to bed after Buffy had dropped her off, and she'd been seeing vision of each of her friends in trouble, of varying degrees, from the moment her head had touched the pillow. First, Buffy, finding out that her mom had been just as changed, if not more, as the rest of them had, and on top of it Mrs. Summers now knew Buffy was the Slayer. That was not good.

Then there had been Xander, and she /_knew_/ that hadn't been a dream. It would be just like him to do something like that. Go figure how "Iceman" can be so hotheaded.

But the last one was the one that worried her the most. Cordelia, dreading and reliving the worst of the past two weeks, and suddenly confronted with armed and enhanced versions of her "friends", the Cordettes they'd been nicknamed. And at the head, Harmony, clouded with the rage, hate, and blinded need for vengeance of Callisto, attacking the Rogue mutant even at this very moment.

Willow didn't think, she just reacted. She'd only ever tried her telekinesis on something she could see, and affecting something such a large distance away was more like psychokinesis, technically speaking, but at the same time she felt that she /_could_/ do it. A hidden instinct, possibly even the leftover trace of Jean Grey, but Willow, sitting alone in her bed, with no technological or otherwise enhancements, reached out with her mind . . . and acted.

_Chase Mansion_

Harmony was screaming with rage even as she rushed the invincible mutant, sword raised for a killing stroke. Cordelia, startled, just took a step back and raised her arms, not daring or thinking to do more to defend herself at the moment. When all of a sudden, Harmony stopped, though obviously against her will as her enraged screaming told the surrounding girls.

At first they thought she'd somehow hurt herself and couldn't move her body because of it. The true answer came moments later when Harmony was surrounded by an ethereal hot pink glow. Surprised and more than a little impressed, Cordelia could only whisper in shock, "Willow."

"Rosenberg did this!" Brittany exclaimed in awe.

"And she kept saying she wasn't good at her powers," Cordy added to the exclamation with her own awe.

/_'Let me put it like this Cordy,'_/ Willow's voice suddenly sounded in all of their heads, cutting Harmony's screams short/_'Jean Grey, even without the Phoenix, was pretty damn powerful. I just don't have the Phoenix anymore. And I'm going to pass out the moment I let Harmony go, so if you don't mind, could you come pick me up on your way to school? I don't want to be late.'_/

"Uh, yeah, sure," Cordy, a little overwhelmed at this casual display of power, agreed.

/_'Oh good. Thanks. Now. As for you Harmony, stop letting the inner-Callisto do all your thinking. She's clouded your mind, even I can see that and I'm the weakest telepath in Sunnydale I guarantee you. Now, as for the rest of you . . . Since you seem to agree that you don't have to be snobby bitches anymore, how about you join the rest of us in the Library in the morning. There's a great deal to discuss, and given that me, Buffy, and Xander will each back Cordy no matter what, I think this little demonstration provides you with the conclusion to your little 'battle of leadership' idea. Any questions?'_/

The Cordettes all looked at each other, communicating silently in body language before all nodding, Erin speaking up for all of them, "No questions. We'll agree to meet tomorrow morning in the Library. And no more attacks on Cordelia. By any of us. But we aren't X-men and we don't take orders from . . ." Erin stopped herself, glancing at the still frozen Harmony, "We aren't your lackies and we won't take orders from anyone. If Cordy, or even you Rosenberg, can convince us that it's in our best interests to join up with you . . ." another glance " . . . X-men, then we'll renegotiate. Until then . . ."

/_'Until then, all of you get some sleep, just like we'll be doing,'_/ Willow interrupted before turning her attention fully towards Harmony. /_'As for you . . .'_/ Suddenly the possessed blonde found herself flying through the air . . . towards Cordelia's pool/_'Cool off!'_/

The splash was high and loud, and all of the Cordettes, even Cordelia, all laughed easily as Harmony swam to the side.

"RRAAARRRRGGGGGHHHHHHH!" she screamed as she got out. "Do you have /_ANY_/ idea what water does to black leather!" She shot one last scathing look in Cordelia's direction, and then growled as she stalked off into the night, hopefully to her home and bed.

"Well, night," Cordy said to her remaining friends.

They all smiled gently back at her and waved as they each turned and left, saying their own goodbyes. Once they were gone, and Cordy was safely inside her own home, she whispered to herself and in her mind, "Thanks Willow."

She smiled brighter when she heard a faint/_'No prob Cordy. That's what friends do.'_/

_Sunnydale High Library_

_The Next Morning_

Willow was walking along, alone, towards the Library, her books held in front of her and her backpack slung over her right shoulder. For some reason however, this tended to draw in quite a bit of attention from a percentage of the student body in the hall with her. Well, the male percentage at any rate.

She smiled shyly at one boy and then had to stifle her giggles when he walked straight into an open locker and nearly knocked himself out. She probably should have chosen better in her outfit, she mused to herself, but she couldn't help but enjoy the very attention that she'd feared for so many years. She hid another smile as she once again appreciated the fact that dressing up as Jean Grey and being turned into her by a chaos spell was the best thing that had ever happened to her. While Xander had been saying the same thing for himself, she'd been a bit more discreet, and tried to follow Buffy's example of turning the whole situation into another problem of living on the Hellmouth and something to worry and work over.

Secretly though . . . she was ecstatic over the whole thing.

Of course Jean's superior fashion sense and life-long experiences at being the popular 'cool' girl certainly didn't hurt when it came to getting ready for school.

Today, beyond a light application of feature enhancing make-up, Willow wore a red tank top and jeans that she bought the other day with Cordelia. Although the tank top had thin half-inch straps and was cut off less than an inch from the bottom of her bust with a plunging neckline that showed off said bust and was tight enough that it conformed to her breasts and curves that she might as well have been wearing a bikini top.

The jeans weren't actually "jeans" either. Hip-hugger, a size too-small, four inches below the navel /_tight_/ jeans might be a better label. And while the redhead was still "breaking them in", she got an even bigger thrill at how they made her butt and legs look. She was also trying out her new heeled boots, only a couple inches there, to further enhance her walk and the arch of her legs. All in all, if anyone actually recognized the redhead as Willow Rosenberg they would probably . . .

Willow turned around and looked as more than half of the males in the hall were picking themselves up off the floor or rubbing banged body parts after running into multiple and various objects. She smiled shyly again and this time didn't bother restraining the giggle. A giggle that became a full laugh as she turned back around, the sounds of banging and cries of pain echoing after her.

They would probably do exactly what they were doing.

Willow, without actually intending to, entered the Library with a flair, both doors swinging wide with her entrance, drawing the attention of everyone inside. Which, much to Willow's embarrassment, was considerably more people than usual.

Besides the Cordettes, minus Harmony, that Kevin kid from the other night, and the rest of the gang with Giles and Miss Calendar, Willow counted no less than at least a dozen extra people. Stunned shock overcoming her initial embarrassment, Willow just stared and blinked for a while at the surprisingly filled room, until a sound warned that another person was coming through the swing doors of the Library right behind her.

Moving out of the way and turning quickly, Willow identified it as the boy that had dressed up as a vampire for Halloween. She couldn't recall his name immediately, and it was rude and against her ethics to go 'snooping' for it in the minds of himself or the others. He only glanced at her as he passed and without even pausing went to take a seat around the Library like most of the other people had done. Willow went back to her stunned staring.

Thankfully, Buffy, Xander and Cordelia came to her rescue, walking up to her so they could confer privately, or as privately as possible given the crowded condition of the Library.

"What . . . what . . . what is this? What's going on?" Willow whined the moment her friends were around her and blocking her from seeing everybody else.

"Remember that we promised Kevin to talk to him today?" Xander reminded her.

"We promised to talk to him /_soon_, not first thing in the morning!" Willow hissed, cognizant that things weren't as private as they normally enjoyed in the Library.

"Yeah, well, he seemed to think otherwise, and he knew a bunch of other kids in the elementary school that still had a few of their own powers and such, and he invited them along," Xander pointed over his shoulders at the tightly-knit group around Kevin.

"And then there's my Mom," Buffy interjected, "And Cordy tells us that you know the reason why the Cordettes are here. As for Amy and . . . Scott Hope was it?" she asked Xander, who nodded, "As for those two, Xander ran into them last night on his way home and they agreed to talk as well, and after Kevin and friends showed up, we called in Amy and Scott, who brought in a couple other people. Including the guy that came in right behind you."

"This is insane," Willow muttered, rubbing her temples lightly.

"Tell me about it," Cordelia muttered. "And I'm still dealing with knowing the intimate details and sordid past of my maid's life, especially since I'm resorting to 'old' clothes to keep up with my new . . . outfit crisis."

"You mean clothes that you spent a fortune on and then only ever wore once?" Buffy deadpanned.

"Yeah!" Cordy replied, making it sound like the greatest tragedy since the Vietnam War.

"Focus here people!" Willow snapped. "What the hell are they all doing here anyway? What are they expecting from us? What are we supposed to do?"

Each of the other X-Slayerettes, as Xander had dubbed them, just shrugged, apparently having expected Willow to have all the answers. The telepath sighed and rubbed her temples again. Wasn't Cyclops supposed to be team leader? And wasn't Buffy the one that made all the decisions for them anyway?

"Don't look at me!" the mutant Slayer suddenly snapped. "I know as much about this comic book and TV stuff as Giles does and I know as much about the magic and shit that went down as you guys do!"

"She's got a point," Cordy agreed.

"Thank you."

"She's a blonde, we can't expect her to be of much help unless we need something beat up," the white-striped brunette continued. Buffy glared at the mutant Rogue, silently grinding her teeth, her eyes beginning to spark crimson under her red sunglasses.

"Insults aside Wills," Xander picked up, "You're pretty much the only one of us that can relate to everybody here and knows enough about the entire situation to be the spokesperson. Believe me, I tried earlier, and I got threats and warnings from everybody, and a few in various alien languages, to shut up. So it's either you, or Giles, and given that option . . ." he left the statement hanging.

"And at the very least everybody deserves an explanation for what's happened to them, and with most, their memories of that night aren't going to be enough, cause I doubt that we were the only ones with selective amnesia about the whole thing," Buffy added. "And we are the only ones that know for sure what happened that night."

Willow scrunched her face up in thought, then finally sighed with frustration. "Fine. I'll do it. Just don't expect much. I don't even know what the hell I'm going to say to them all."

Decision made, the X-Slayerettes backed up and turned as one to face the crowd of Halloween-altered people. Just as Willow was about to open her mouth however, the Library doors swung open one last time and another couple stumbled in.

"Hi," the male, a tall dark haired youth, greeted. On his arm was a cute blonde girl, only a few inches shorter than him and dressed in an oddly colorful costume. The boy himself was dressed rather plainly, and . . . oddly all in beige and white.

"Is this the meeting about Halloween?" he asked.

"Strangely enough, yeah, it is," Xander replied with a flat tone, then asked accusing, "And you are?"

"Oh, my name is Pete and this is my girlfriend Debbie. Hey Scott," he waved over at the boy standing beside Amy Madison.

"And you're here because . . ." Buffy asked.

"Oh right, Scott mentioned that," Pete stuttered, then he looked at his girlfriend, Debbie, who nodded back at him and patted his arm comfortingly before stepping back. "Now . . . uh, give me a minute here, this might take a bit."

That said, Pete closed his eyes and clenched his fists at his side and began to breathe heavier. Everybody else exchanged looks, not sure what was going on, but thankfully, they had their answer shortly.

Pete's eyes snapped open as an almost animalistic growl began to come from him. What was wrong with this was that his irises were glowing a neon green, and all his veins and arteries began to pop out and even as everyone watched the lanky teenage boy began to grow, as in get bigger right before their eyes. The moment it got to this stage however, Debbie stepped forward and put her hand back on Pete's arm and her other hand on his forehead.

"There, there, it's OK now, it's OK," she began to whisper to him. And strangely enough this immediately served to calm the boy down and just as quickly reversed the transformation.

"Was that what I think it just was?" Buffy whispered to Willow.

"Yeah, so lets not make that kid mad, huh?" the redhead nervously replied.

"Did that guy just almost Hulk out, as in literally?" one of the newcomers whispered.

"Oh yeah, definitely!"

"Shit! And I thought /_we_/ had problems!"

"Alright, alright, get over there," Buffy quickly waved the two new additions over, then turned back to Willow with an expectant look.

The telepath sighed, then organized her thoughts as much as she could.

Before she said anything though, she . . . felt something. It was almost like a soft, fluttery silk veil passing over her. Only the difference was that it was more likely passing over her mind, as well as the minds of her friends! Without hesitation, she brought the full force of her psychic shields to bear, and felt the 'veil' be repulsed, although not violently enough to cause a reaction in whoever was trying to probe her and her friends, she could feel the 'direction' that it had retreated to. Willow squinted her eyes in suspicion at the young black girl standing with Kevin's group, but let the incident go without comment or question. She couldn't even be 100 sure that what she had just felt was a telepathic probe.

"OK, uh, OK everybody. I think, since it is a school day and everything, I think we should start off with telling everybody our names and what we dressed as on Halloween a couple weeks ago. Then we'll go to classes and meet back here or, or somewhere . . . after school. We'll start. My name is Willow Rosenberg and I dressed as Jean Grey, aka the Phoenix of the X-men."

"My name is Xander Harris, I dressed as Iceman," Xander embellished a little.

"I'm Buffy Summers. I dressed up, as part of a dare, as Scott Summers, aka Cyclops of the X-men."

"I'm Cordelia Chase, as most of you know, or should at any rate. I dressed up as Rogue, also from the X-men, and it was the only outfit left in my size for any of you losers that might have questions about that!"

"OK, now how about you two, since you came in last, continue us along," Willow spoke up after no one said anything for quite a bit.

"Uh, well, as I said earlier, My name is Pete. Pete Krenzler, and I uh, I dressed as the Hulk for Halloween. My girlfriend Debbie . . ."

"I dressed as a shapeshifter. From a book that I'd read once. I don't remember the title. Might've had something to do with elves or something," she interrupted Pete. "And my name is Deborah Clemons Mansy."

Pete looked at his girlfriend with an expression akin to shock, but he quickly masked it and just nodded along with his girlfriend.

"Oooooookay," Xander drawled. "Next!"

"Well, I'll go," Kevin stepped forward after a couple moments tense silence. "I met these guys," he indicated the X-Slayerettes, "last night, but my name is Kevin Ozborne, and I dressed up as Prime, from the Ultra Force comics. And now I can turn into Prime whenever I want to. Well . . . for the most part. I can only stay as Prime for about 12 hours and then its another 6 before I can even try to change back again. I'm still trying to figure it out."

"Guys," he gestured to the group that had come in with him. One of them a few inches taller than Kevin, and with wavy brown hair and brown eyes, nodded and stiffly stepped forward.

"My name is Jake Berenson," he introduced. "This is my cousin Rachel Berenson," he gestured to an even taller and model-perfect beautiful natural blonde girl with blue eyes. Her clothing also seemed to match perfectly and if it weren't for the fact that she was a couple years shy of the older teenagers, you'd believe she was going to be stiff competition for Cordelia.

"The others are Tobias Fangor, Cassie Applegate, Marco Richards, and Maximilian Esquire Churchill. We call him Ax."

Everybody lingered on Ax for several long moments, and not just because he was a six foot block of muscle, or his name. He also had blue skin and a couple of antennae coming out of the top of his head. A head that was covered with pure white scruffy looking hair.

"He didn't always look like that," Cassie explained.

"We, but especially Tobias and Ax," Jake continued, "would be considered Trekkies. We each came up with a role of a Star Fleet Officer, and then bought the costumes and costume communicators at the only costume shop in town. A place known as Ethan's. When Halloween started, we became the characters we had created for ourselves; a fully trained, and veteran team of Star Fleet Officers."

"Jake is our Commanding Officer," Rachel spoke up, "holding the rank of Captain . . . uh, according to the roles we came up with, he'd been on the command track since he was 13 years old . . . which Jake happens to be now actually."

"There's more," Tobias intervened.

"A lot more," Ax put in, his voice surprisingly normal for a human, given his intimidating and alien appearance.

"Rachel is . . . er, was my Second in Command, with the Rank of Lieutenant Commander. She also happens to be a Security and Weapons expert, with a temper to make a raging Klingon back down and whimper in fear," Jake laughed.

"Shut up!" Rachel snapped, fighting back her own laughter. "I was never that bad!"

"Uh, yeah Rachel, you were," Marco quickly agreed with a sly smirk on his face.

No longer laughing, Jake gestured at Tobias, "Everyone else had the rank of Lieutenant, but Tobias was the best damn pilot I'd . . . well, he was one of the best pilots in Star Fleet, and that was with anything, from shuttle to Star ship to Runabout to alien craft, he could fly it. And not only that, he was Chief of Operations 8 of his 10 years in Star Fleet and could practically build a star ship from scratch."

"But that's getting ahead of things," Tobias quietly interrupted. "My character was also half-Vulcan," he told everyone, then brushed back his messy blond hair to reveal slightly pointy ears. "And now so am I. Same thing happened with Ax. His character was an Andorian."

"Ax was our resident Engineer, and computer expert," Jake continued the introductions. "We talked him out of making himself better than Geordi La Forge and Data, but between him and Tobias, they could come pretty close."

"Next is Cassie, team Medic and while not quite a /_Chief_/ Medical Officer, certainly knew her way around a Sickbay. Her character also happened to be a Full blooded Betazoid," Jake stopped talking after that.

Xander and Willow both jumped in surprise at the information, among a few others around the room. "So it /_was_/ you," Willow blurted, pointing at Cassie.

Cassie blinked, surprised herself, before nodding. "You have . . . very powerful shields," she complimented the redhead telepath. "And I truly wasn't trying to pry. I was only hoping to get a minor empathic glance off of you and your friends, to see if you were trying to hold anything back."

"She asked my permission before even trying anything like that," Jake stepped forward, "So if you have a problem with it, blame me! I'll take responsibility . . ."

"Nobody is blaming anyone over anything right now!" Buffy shouted, stepping into the middle and holding her hands up to keep anyone from leaving or trying anything.

She turned to Willow and asked, "Did she do any harm?"

Willow shook her head no, "It was an extremely light probe, and like she said, probably more empathic than anything else. But I reacted in time so she didn't violate anyone's/_anyone's_/ privacy," she said this to the rest of the room, including a few that apparently had a few secrets of their own they wanted to keep.

"Jake, I believe you have one more person in your group to introduce," Buffy offered.

Jake nodded back and jerked his thumb at the last, Hispanic boy. "This is my best friend since kindergarten, Marco Richards. His character was probably the most outrageous out of all of ours. Computer Science expert, majoring in Positronic, Nanotech, Bio-Mechanical, and Quantum Physical Technologies, as well as a fully trained Agent for Section 31, not to mention a rank and commission within Star Fleet Intelligence."

"Don't forget my three wives waiting for me back on Rysa," Marco added with his own lopsided grin.

Xander immediately liked the boy, sensing a kindred spirit. Willow nervously glanced between the two, indeed sensing very similar personalities between the new boy and her longest time bestest friend. In fact, a little /_too_/ similar.

"So you guys keep hinting that there's something bad about this, and aside from Ax here, and maybe Cassie and Tobias now having telepathy and slightly different human biologies," Buffy spoke, "I'm not seeing a terrible side to this. Besides, and I know she can do this because she showed me that she could, Willow can just make everybody see the 'old' Ax in place of this one. It might take a while to get everybody in town . . ."

"No, that's not it, and in fact we've kind of already devised a way of . . . hiding Ax," Jake explained. "The . . . problem is . . ."

He took a deep breath and then turned to exchange looks with each of his friends, even Kevin. Then he took another breath and nodded, they all nodded back.

"The problem is that the way it happened, we didn't get replaced by our characters. One second we were in our Halloween costumes, the next we were 400 years in the future, or on an alien planet. We were still 'us' but to us it was like we'd been transported to the Star Trek universe. For some it only took a week, others almost an entire year, but eventually we all kind of . . . accepted what had happened to us and went on with out lives. And we did. We lived out our characters' lives."

"Then," Marco picked up the story, "next thing we know, almost thirty years later, batta bing batta boom, we meet each other again, get together for a mission, go into the Holodeck to train, next thing we know, we're back where we started, only to the new us's, aka our characters, we've somehow stepped into a malfunctioning holodeck that's set for our old home town 400 years in the past. When it's over, the only thing that's changed . . ."

Cassie finished for him, "Is that we remember that we really were born in this time and this town, instead of 400 years in the future. To us, it's like we went to the future, lived out our entire lives, and then came back to the past as kids."

"Whoa," Xander muttered after a heavy silence.

"Dear God," Giles muttered, strenuously rubbing his glasses.

"So, what do you want to do now?" Buffy asked, concerned.

Jake shrugged. "Obviously, what we're thinking of as 'the future' has no way of really happening. It's fiction. But nevertheless, we remember it, so we're not going to do something like introduce advanced technology just to get rich quick or anything like that."

"Speak for yourself," Marco boasted, "I plan on buying my own island full of nothing but gorgeous naked super models!"

Rachel, Cassie, and Amy (being the only other nearest female) slapped the Hispanic boy across the back of his head. After all three had had their shot, Willow, a spark of neon pink energy highlighting the action, telekinetically added her own punishment. After it was over Marco whimpered, "Ow," before starting to tenderly rub his bruised cranium.

Jake glared at his friend, but was unsympathetic as he ordered, "We're /_not_/ introducing future technology. We may not be Star Fleet officers anymore, but we're still going to follow the Prime Directive to the letter."

The X-Slayerettes and Giles all winced at that statement, but it was Buffy who replied to it.

"You may want to change your minds after this meeting. In fact you guys might very well be a godsend for us," she said. "But in the meantime uh, how about you guys go next. /_We_/ know who you are, but the kids might not." She indicated the Cordettes.

"Well, first thing," Cindy stepped forward as spokesperson, "how many of you kids are familiar with anime?"

Kevin and the other 'kids' gave her an incredulous look, while Scott Hope spoke up, saying what was on everyone's minds, "Yeah, as a matter of fact, most everyone here /_is_/ familiar with anime. And the series _/Noir/_, which you and Aura seemed to have dressed as for Halloween. We're just all kind of shocked that /_you all_/ know about anime!"

Cindy glared at the boy for a moment and then finally shrugged. "Actually, we didn't know /_what_/ we were dressing as. Hell, we only went with Cordy so we wouldn't have clashing costumes, and our reasons for picking was the same as hers. The costumes looked good on us. We've done some research since then though."

"Anyway," Brittany said, "our real names, just in case you didn't know, are Brittany Murphy, I dressed as Nemesis from the WildC.A.T.s comics," pointing at herself, "Cindy Carlyle, dressed as Mireille," the blond half of Noir, "Aura Kuriko, went as Kirika" the Asian chick, "Charlotte Webb, found a Silver Sable costume," the now silver-maned DD-cup, "and Erin Richards, went as the Black Widow from Marvel Comics," bright red hair and D-cup on petite body. "None of us are as rich as the Chase's, but we were still the snobby kids growing up."

"And you're not now?" vampire-boy snapped.

"How do you think we'd react to having war veterans, assassins, and 2000 year old empath renegade Codas put directly in our brains?" Brittany snapped right back.

"Yeah, by the way, who are you?" Buffy challenged the boy.

"Name's Mark Kendall," he said with a slow grin, taking off his sunglasses with finesse.

"Kendall?" Cordelia, the Cordettes, and Willow all repeated.

"That's right," he said with a "toothy" grin, "I'm Harmony Kendall's baby brother."

"You're a vampire," Buffy snarled, tearing off her own sunglasses.

"Half, actually," Mark corrected, "Still got my soul and all that jazz. So that means you can't do anything!" He laughed out loud. Which was cut short when Buffy's eyes began to spark with crimson energy.

"Always wondered if anything /_other_/ than a wooden stake through the chest would kill a vampire," she threatened.

"Whoa, whoa, whoa," Mark backed up, no longer even trying to pretend to be the 'cool vampire guy' anymore. "I didn't mean it like that, really!"

"I wish everyone would just sit down and talk about this stuff the right way!" Scott shouted over everyone else.

Before anyone could say or do anything else, Amy's arms crossed before her like she couldn't even control them, and then she blinked with a heavy nod of her head. The next thing anyone knew, they were all/_all_/ sitting at the Library table, which was no longer the Library table but rather some kind of Round Table straight from a King Arthur play.

"Not exactly what I had in mind Amy," Scott belatedly replied.

"Sorry, it's kind of automatic," she answered with a shrug.

"Now, shall we try again?" Scott stood up to address the whole table, which amazingly enough still fit comfortably inside the Library. He received several grumbling replies, but he'd made his point.

"My Library," Giles whimpered.

"Why don't you two go next?" Buffy grated as she put her sunglasses back on.

"Yeah, you dressed up as Major Nelson, right?" Xander asked.

"No," Scott shook his head, "I didn't dress up for Halloween. Snyder didn't get me into the Volunteer program, I didn't get invited to any of the Halloween parties that were going on, and I haven't done the Trick or Treating thing since I was 14. The reason I'm Amy's master is because I found her bottle the next day, and I was the first one to open it."

Everyone startled.

"Amy's /_bottle_!" half the room shouted.

"Yeah," Amy, who was dressed normally, just all in pink, muttered, hanging her head. "It's actually a very long and complicated story. Well, not really. I bought the 'I Dream of Jeanie' costume. I thought of buying some random bottle, or even using a perfume bottle of my . . . my mother's from home to add it, but I didn't really want to bother. Then, while I'm leading my kids through the downtown shops, I suddenly turn into pink smoke, and like magic, the bottle's just /_there_/ and I'm getting sucked into it. For the next couple of hours, I'm Jeanie screaming for 'my Master' to come and save me, but all I get is the bottle kicked into an alley somewhere. When the spell ended . . . and I became . . . /_me_/ again, I was still dressed as Jeanie, and above all else I was still in the bottle. And when I say I was dressed as Jeanie, I don't mean I was wearing the costume. The costume looked, at best, like a cheap imitation of cotton and fake silk. Now I was wearing the real thing."

"It must have been horrible, being trapped in that bottle for . . ." Willow sympathized.

"It was only one night," Scott hastily explained, "I found her the next day and uncorked the bottle and out she popped, just like from the show. Only she was Amy, not Jeanie. Didn't find out until she tried to go home that the rules still applied. She is a real genie, bound to this bottle, and I'm her master, with the same number of wishes that Major Nelson got, which is to say . . ."

"Infinite," Joyce Summers answered. "Amy's abilities are somewhat like what I now have, only I dressed as Endora from the old TV show '_Bewitched_'. I'm just grateful that I don't have to deal with that . . . /_witch's_/ temper and personality anymore. Honey I swear, if I am ever that bad, you have my full permission to blast me into the upper atmosphere."

"Mom!" Buffy whined.

Suddenly the two Summers women realized that everyone else was looking at them. "Did I mention I'm Buffy's mother?" Joyce added as an afterthought.

"So, is that everybody?" Willow tried to take the lead again.

"Uh, just us," a quiet voice spoke. Everyone turned to see the two shortest people in the High School, and next to them something even shorter, which couldn't be properly judged since everyone was sitting down.

"Uh, I'm Jonathan Levinson," the boy spoke.

"And I'm Sydney Pierson," the cute little brunette Freshman girl introduced herself. "And this is my partner, Iczel."

"Hello everyone," the little white robot waved, speaking with a mature version of Sydney's own voice.

"I'm not going to ask," Buffy groaned, hitting her head on the table.

"This is a lot bigger than we first thought," Willow decided, speaking aloud.

"Maybe you . . . X-Slayerettes or whatever you're calling yourselves," Scott Hope spoke up, "Maybe you should start explaining what it is that we're doing here!"

The mutant teens all shared a look of dread, only the adults and the Cordettes, because they'd encountered vampires on Halloween night, and been explained about the supernatural by Cordy, knew what it was about. Everyone else shifted slightly, uncomfortable with the others dread.

Finally, Buffy just blurted it out, "We know what really happened, and why it happened, on Halloween night. An evil . . . well, he called himself a Chaos Mage, but basically an evil man named Ethan Rayne, set up shop, sold us all our costumes, and then cast a magic spell, that turned us all into our costumes. Problem is, or so I've been told, instead of having a Chaos /_god_/ power the spell, Ethan somehow tapped into the Natural Force of Chaos itself, making things . . . well, permanent."

Jonathan's face was an etch of shock and horror, Joyce's wasn't far from it, while just about everybody else, except Giles and Miss Calendar, (and Iczel) bore looks of extreme confusion.

"What Buffy meant to say," Willow picked it up, "was that instead of getting some entity, a god like from TV shows and cartoons, had powered the spell, things would have been temporary. Maybe a few exceptions here and there, but once the spell, or rather Halloween ended, we would have all gone back to normal, after a really freaky and dangerous night, but normal."

"Instead, we all remember everything that our costumes did and were, and in some cases, physical transformations occurred," Jake pointed out.

"Sort of," Buffy interrupted, "A few of us don't remember everything that happened that night, some kind of amnesia thing."

"More like attempts at suppressing the memories, especially for those that might have undergone physiological changes as well as mental," Cassie hypothesized.

Willow nodded, but pressed on, "There are . . . a lot of things out there that no one knows about. 'No one' being the bulk of society, even governments. Magic, demons, vampires, werewolves, and gods being only a fraction of it. There are also the Forces of Nature, to use the generic term. These Forces aren't what the media and so forth would have you believe."

"Different aspects of an ecosystem?" Ax offered.

Willow, quite solemnly, shook her head no.

"When we talk about a Force, capital F, we mean something that not only helped create and sustains the universe itself, but something that existed even /_before_/ the universe did. Chaos is one of those Forces. And Ethan, unknowingly or not, tapped into the Force of Chaos to power his spell. And these are the consequences. What could have been just a mild prank has changed all our lives, forever."

A heavy silence followed, but the curiosity could not be denied.

"OK, so why go into all of that? There's nothing we can do about it now, is there?" Pete asked. "Why tell us all of this if all you told us is what we already know? We're freaks!"

"I was a freak before all of this, doesn't change the facts," Buffy snapped back, forgetting for a moment she was speaking to the Incredible Hulk. "We're not done yet."

"Sunnydale is not a normal town," Xander interrupted. "How many schools across America have an Obituary page in their school newspaper for crying out loud?"

"Giles, I believe this is your part," Buffy looked to her Watcher.

Nodding his head, Giles got to his feet and began to walk around the round table. "This world is older than any of you know. Contrary to popular mythology, it did not begin as a paradise. For untold eons demons walked the Earth. They made it their home, their... their Hell. But in time they lost their purchase on this reality. The way was made for mortal animals, for, for man. All that remains of the old ones are vestiges, certain magics, certain creatures, and vampires."

"So vampires are demons?" Mark asked.

"The books tell the last demon to leave this reality fed off a human, mixed their blood. He was a human form possessed, infected by the demon's soul. He bit another, and another, and so they walk the Earth, feeding... killing some, mixing their blood with others to make more of their kind. Waiting for the animals to die out, and the old ones to return," Giles answered.

"This town, this area was once known to the Spanish as /_Boca del Inferno_, loosely translated, the Mouth of Hell. Glibly referred to of late as simply the Hellmouth. Digging a bit into the history of this place, you'll find a, a steady stream of fairly odd occurrences. Mostly in unexplained deaths I'm afraid. Suffice to say, the Hellmouth is a mystical convergence, where not only vampires and all sorts of demons congregate, but other entities of both mystical and magical forces convene, sometimes without meaning to. I'm afraid that Halloween, and the consequences of what happened to all of you, and many others throughout the town, are just a few victims in the long, long history of the Hellmouth."

"I don't believe you," Debbie stated with finality.

"The center point of the Hellmouth just happens to be approximately one mile directly beneath your feet, and as its name refers, the Hellmouth, on top of being a mystical convergence, is also a portal that leads straight to a dimension filled with demons and is so inhospitable that it is oft confused with, or perhaps inspired the belief in, Hell itself," Giles countered without so much as missing a beat. "Therefore, in order to prove what I am saying is false, you are more than welcome to go straight down and find out for yourself."

"Did Giles just tell her to go to Hell?" Xander whispered to Buffy.

"Sounds like it," Buffy whispered back. "I'm not sure I want to know exactly what Miss Calendar has been doing to him or not, but it's certainly brought out Giles' dark side."

Debbie, flushed, did not respond, instead, shifting in her seat slightly and remaining silent.

"Uh, any other questions?" Willow asked in the suddenly tense atmosphere.

"I think we should all meet again, and remember what has been discussed here," Jonathan answered for her. "Perhaps things are not as bad as they first seem. I mean, if what Mr. Giles is saying is true, then we may have a chance at protecting our world as the very heroes we were for a single night. Or, we can just try to live our lives as normally as possible, and be miserable because of a single action that made us all very special."

He stood up, and suddenly everyone noticed that the sides of Jonathan's black hair were stark white. "I leave you with this; a single blade of grass is trampled and torn, a thistle of reeds can bend but never be broken, and a field of wheat can spread and feed the whole world." Then he disappeared in a flash of brilliant white light.

After a moment of silence, Buffy asked, "How many have seen the Dungeon Master there do his little spiel and only show up when you finally get to the answer to his riddle?"

Everyone except Giles, Jenny, Mark Kendall, and Debbie all raised their hands in agreement.

"Well, he did help us, I mean the X-men, figure out how to end the spell," Willow pointed out.

"Don't remind me," Buffy grunted. But it was too late.

TBC...


	6. XTra! XTra! XTra!

_X-tra! X-tra! Read all about IT!_

After a moment of silence, Buffy asked, "How many have seen the Dungeon Master there do his little spiel and only show up when you finally get to the answer to his riddle?"

Everyone except Giles, Jenny, Mark Kendall, and Debbie all raised their hands in agreement.

"Well, he did help us, I mean the X-men, figure out how to end the spell," Willow pointed out.

"Don't remind me," Buffy grunted. But it was too late.

Memory Flash:

Cyclops was leading his . . . (grrrr!) . . . make that /_her_/ team through the chaotic streets. They had just met up, after being scattered nearly all over the strange town they had found themselves in. And if that wasn't confusing enough, they each seemed to not be . . . "themselves", but rather were possessing the bodies of very /_young_/ teenagers. Almost younger, he . . . (grrrr!) . . . /_she_/ thought, than when he and the other first X-Men had started under Professor Xavier.

The only good news out of this whole situation, beyond their communicators, all of their powers still worked. Yet given the fact that they were possessing the bodies of others, Cyclops didn't find this fact all that comforting.

Phoenix, no doubt sensing his train of thought, sidled up to . . . /_her_/ and began to speak quietly through the private connection they had shared for so many years. Beyond the fact that they'd been in love since before they'd even graduated High School, not even the Professor could find an easy explanation for how Scott seemed to have a few psychic powers of his own. At least where Jean Grey was concerned.

/_You look troubled,_/ she observed.

/_Is there any reason I /_shouldn't/ _be?_/ he snapped back, in his mind at least his voice truly his own.

Jean had no immediate reply to that, so Cyclops just grunted and began walking a bit faster. After about fifteen more steps, they were forced to stop when a blinding flash of light suddenly stopped the X-Men in their tracks, crying out in pain. Even Cyclops had to look away, despite already wearing protective eye-wear.

When they could see again, an . . . odd little old man was standing before them. He was dressed in red and yellow robes, was bald save for long snow white hair coming from the sides and back of his head. His face was more like that of a gnome than anything remotely human. Overall though, save for his flashy entrance, he seemed perfectly harmless.

"What the . . . !" Cyclops screamed and then turned to give the old man a full optic blast, but Phoenix reached out to stop him just in time.

"Hello strangers," the old man said with a pleasant lilt. "I bring you tidings from the Realm . . . and this realm, called Earth."

"News flash pops!" Bobby sarcastically retorted, "We already knew we're on Earth. We're /_from_/ Earth!"

"Yes, but not this Earth," the man easily replied with a smile.

"Who are you? What do you want? Do you know what's going on here?" Cyclops demanded.

"I am called the Dungeon Master," the old man easily answered, "I want very little for myself, but at this moment I will say that I want your help in solving this . . . mess, shall we call it? And I know a great many things, the current happenings included."

The X-Men all stared at the strange little old man before glancing at one another. Finally Rogue just shrugged and asked, "So do you know how we can get back home or at least stop possessin' these kids here?"

"Things are a great deal more complicated than you have uncovered so far," Dungeon Master answered. "You are not the only that have been taken from their homes this night, and placed within these children." Dungeon Master then waved his hand over his own face, which was suddenly that of a young boy, not much taller than the Dungeon Master himself, wearing a rather poor Halloween costume that seemed to match with the Dungeon Master, though the wig/cap was very poorly put on and splotches of dark youthful hair could be seen poking out here and there.

"Once you find the one who watches and guides the children, it will only be a matter of choosing to follow your instincts, or your darker impulses. Beware the two-faced Roman, and as always, thinking before choosing is wisest. I leave you now." The Dungeon Master then reverted back to the way he'd been at first, and then disappeared in the same blinding flash of light.

"What the hell was that about?" Rogue drawled.

"A clue?" Phoenix suggested. "A riddle, about how to solve this . . . mess he called it?"

"Well what the hell does it mean?" Cyclops snapped, her temper starting to get the better of her.

"Wait . . ." Phoenix muttered, an idea suddenly occurring to her.

"What?" the other X-Men all blurted.

"When he . . . he changed his face, revealing the boy he was possessing . . . I think . . . I think I might be able to reach the girl whose body this is. I need to meditate, focus inward. Uh, the middle of a street isn't exactly the best place to do this in either," Phoenix pointed out.

Cyclops looked around, finally spotted what appeared to be a house that had no one in it for the moment. "There. We'll hide in there for the moment."

Quickly they trotted up to the steps, however Cyclops came up short when a wave of deja vu overswept her. Almost on instinct, her hand reached down into the pocket of her costume and pulled out a key.

"Cyke, you OK?" Iceman asked.

Cyclops merely held up the key, more than a little shocked at not only its presence, but how she'd know it'd been there. Then she took a closer look at the house, and especially the door in front of them. '_/No way. There's just . . . no way._/' he thought.

Nevertheless, Cyclops stepped forward, and put the key into the lock, it fit, and unlocked the door. Now the others were all staring in shock.

"Follow your instincts, or your darker impulses," the Leader of the X-Men quoted, suddenly starting to view things a bit differently.

"Freaky," Iceman agreed.

"C'mon, let's get inside," Phoenix urged.

Quickly, they crowded inside. The home wasn't the mansion, but it was quaint, and big enough for a small family. There were stairs right in front of them going up to the second level, and then a living room on the left of the foyer and a dining room on the right.

"Bobby, Rogue, check upstairs," Cyclops ordered. "Jean, think you can meditate in the living room OK?"

"Yeah, just . . . don't disturb me for a while, OK?" the redhead requested. The Team Leader of the X-Men simply nodded, going into the dining room to check out the rest of the lower level of the house.

Out of the corner of her eye, just as she'd been about to go into the kitchen, Cyclops caught sight of some pictures on a table. Picking one up, she saw three smiling teenagers in a group hug, posing for the camera. One of them was the same redhead Jean had possessed, while the boy in the picture looked very similar to the body Bobby was occupying. That left the smiling blonde girl in the middle, who did not look like the body Rogue was in.

Gulping, Cyclops slowly looked up and caught a reflection from a mirror that just happened to be hanging nearby. Only a quick glance confirmed it, but the mutant couldn't help going up to the mirror and comparing the face there with the one from the picture in her hand. Taking a deep breath, Cyclops finally put the picture back where he got it and quickly finished checking the rest of the downstairs, locking doors and windows if there were any open.

Once a complete circuit was done, Cyclops met back up with Iceman and Rogue in the foyer.

"Not exactly the most defensible position ever, but we've been in worse," Cyclops commented on the house.

"Yeah, and at least we haven't managed to piss anybody off enough to come chasing after us," Iceman joked.

"Yet," Rogue finished the thought.

"Keep an eye out," Cyclops ordered, then held up a finger in Iceman's face, "No jokes. Bobby, you watch the back, beep us over the communicators if you see anything trying to get in. Rogue, you cover the upstairs, find one of the rooms with a window to the front yard. I'll stay and watch the front and make sure nothing disturbs Jean."

"Roger boss," Iceman grinned then headed towards the back. Rogue just nodded and quietly floated back up the stairs.

Cyclops just sighed and turned around to glance at Jean before turning full attention to the outside.

Phoenix was meditating, as she'd done for years ever since her telepathic abilities had manifested. The only difference was that she wasn't centering herself this time, she was searching her mind, searching inside herself to find someone else. The person she was possessing.

Surprisingly, which it shouldn't have been, it didn't take very much searching before she came across the consciousness of Willow Rosenberg. The difficulty came in finding a way to communicate with Willow, as the girl was not a powerful psychic herself . . . on the other hand, Jean thought after another moment's looking at the girl, the problem was more that Willow didn't know /_how_/ to use her psychic powers, let alone was even aware of them.

It took a few more minutes of mental struggle, but finally Jean was able to create a bridge between herself and Willow and thereby allowed Willow access to Jean's own knowledge and experience on how to control and use telepathic powers.

Finally, Jean heard a tentative pulse of thought, just what she'd been waiting for. Willow had had to make the first step, but Jean could quickly build from that.

H-h-hello? Uh, wh-wh-what . . . what is g-going on? 

Hello Willow Jean replied as she pulled both herself and Willow into the Astral Plane so that they might talk 'face-to-face'.

The infinite black sky and neon pink ground formed around them before ultimately the bodies of the two telepaths formed there in the exact middle. Jean appeared as she always did, according to how her mind wished to represent herself, her in her X-Men uniform, red hair waving like a flame, and the sign of the phoenix glowing over one eye.

And as always, the Astral Plane was very accommodating to the way that a person viewed themselves, and represented them accordingly. Jean laughed slightly when Willow's form appeared. Red hair like her own, only where Jean's moved like a living flame, Willow's lay flat and hung almost like a . . . Jean laughed again . . . like a weeping willow tree. Her skin was pale and she seemed to be much shorter than Jean knew her body actually was. What made her laugh initially though was the fact that Willow had appeared in a poor copy, or rather a costume version of her own X-Men uniform.

"What just happened?" Willow blurted, taking in the surrounding, and then noticing Jean and locking onto her.

"Who-who . . . who are you?" the timid redhead stuttered.

"My name is Jean Grey. Don't worry Willow, I won't hurt you. I brought you here so we could talk."

The thoughts flowed freely between them, and Jean smiled understandingly as it seemed Willow wasn't getting past the fact that she was talking to a 'fictional' character.

"Yes, I really am Jean Grey, and the real Jean Grey. I'm not sure of how much you're aware of what's been going on in the real world, but apparently when you and your friends dressed up as us, the X-Men for Halloween, something happened that caused us to suddenly possess your bodies. I don't suppose you might have some ideas about how this could have happened, do you?"

Willow was quiet for several minutes (although on the Astral Plane things like that are entirely a matter of perspective), trying to absorb what Jean was telling her and thinking things through. Finally, tentatively, the younger redhead answered, "It . . . was probably a . . . spell of some kind."

"Magic," Jean agreed, seeing how Willow had come to that answer. She'd seen magic do some pretty amazing things in her life, pulling the minds of people from other dimensions to possess others wasn't outside the realm of possibility. Although the power requirements . . . This mage must be more powerful than Dr. Strange!

"We're on a Hellmouth," Willow interrupted.

"What?" Jean shook her head to listen to the young girl.

"Sorry, I . . . couldn't help hearing your thoughts. We're on a Hellmouth. It's a mystical convergence. Strange stuff is always happening. This is just par for the course really when you think about it," Willow answered.

"A mystical convergence?" Jean repeated, not really all that familiar with the supernatural. Psychic matters were more her forte.

"It's complicated, I know," Willow admitted. "And I'm not that good at explaining it, but Giles . . ." She stopped, her expression suddenly lighting up with excitement and hope. "GILES!" she shouted, nearly deafening Jean when she did. "Giles, he he he's Buffy's Watcher, he's a supernatural expert and he always knows the answer to stuff that's happening and he's got all these books, and he said Halloween was going to be quiet, but that was for demons, not for mages that want to play pranks and stuff, so he should still be in the Library, cause I asked him when we were at the school earlier and he said that he would be doing some stuff in the Library tonight because—"

"WILLOW!" Jean shouted to stop the flow of words that seemed almost endless.

"Sorry, I tend to babble, but we have to find Giles, and hope that he can fix this or at least figure out how we can fix this and . . ." she trailed off when Jean looked to shout again.

"First of all, who is this Giles?" Jean asked calmly.

"He's Buffy's Watcher, a Watcher is like . . . like . . . well, like a trainer for the Slayer. He trains her, helps her research demons and tells her how to kill them."

The 'Watcher' term struck a chord with the older mutant, but everything else made little sense to her. "Buffy? Slayer? And . . . what exactly is a Watcher?" she asked.

"Oh, not a Watcher like Oatu," Willow hastily corrected. "Think of it more like an organization. The Watcher's Council, yeah! And the Slayer is Buffy and . . . uh, well, Buffy is . . . uh, she kind of dressed up as Cyclops . . ." she trailed off for a minute.

Jean just blinked, a little overwhelmed at the revelation that the girl her husband was possessing was named 'Buffy' of all things, and she was actually something called a 'Slayer', whatever that is.

"A Slayer is a mystically empowered warrior, Chosen to fight and kill demons and vampires and the like. She's given super strength, and she can use any weapon like almost the second she picks it up," Willow explained in terms the mutant could understand.

"All right. I've heard stranger, and compared to Reed, Sue and their family you're practically the epitome of normal. Did you see the memory of that Dungeon Master creature?" she asked.

"Oh, that was Jonathan. I thought it was kinda cool to . . . But moving on," Willow interrupted herself when she caught sight of Jean's expression, "Actually, and it's kinda weird, but it's kind of like you're personality, or rather just you has been placed over my own consciousness. I can still see and hear, and experience everything you do, it's still my body after all. It's just I can't control anything. This is kinda cool though. And now that you can hear me, I don't mind sharing. Come to think of it, it must be the same for the others. They can see and hear and still think and stuff, they just do anything. But we should definitely get to Giles. Trust me, if he doesn't immediately know how to take care of this, then he has the means to finding out."

"All right," Jean nodded her agreement. "Give me the basic directions, and then once we're under way we should be able to communicate regularly."

"Right," Willow then explained how to get to the High School Library from Buffy's house, which Jean now knew was where they were, and once Jean had the directions, and with a small goodbye to the other redhead, they left the Astral Plane to return to the real world.

Phoenix's eyes snapped open in the Summers living room. Suddenly there was a rush of memories, both her own and Willow's, making this place both familiar and strange, but a safe place nevertheless.

"Scott!" Phoenix cried out, bringing everyone into the living room.

"Jean, what is it?" Cyclops snapped.

The redhead quickly got to her feet, Willow's body adrenalized, though in no part directly the cause of either Willow nor herself. It seemed the petite frame was easily excitable. It made Jean wonder what coffee did to the young woman, to which Willow replied with an empathic pulse of innocent guilt. Phoenix smiled to herself.

"I managed to get in contact with Willow, the girl I'm possessing," Jean answered, "And I think I may, or rather we may have an idea on what to do next. But first," Jean gave the female-Cyclops with an intense look and said carefully, "Buffy, everything is going to be OK. We're going to Giles next. So don't worry about anything. Oh, and Willow says 'Hi, isn't this cool?'"

Cyclops looked at his/her wife like she was crazy for a second, until a moment later she realized what Phoenix meant, and then confusion flared as he asked, "Who names their kid 'Buffy'?"

Iceman snorted in laughter when Rogue elbowed him in the gut, cutting him off. Phoenix answered, "Her real name is Elizabeth and she used to live in LA. And since she happens to have super strength, I wouldn't laugh too hard Bobby. Or is it Xander?"

Iceman froze, figuratively, and asked, confused himself, "Who's zander?"

"Short for Alexander," Phoenix answered, "And the boy that you're possessing has been Willow's best friend since Kindergarten. She's actually the one that gave him the name Xander."

"Don't suppose ya'd happen to know who I got keelhauled into?" Rogue asked.

Phoenix's face was suddenly clouded in concerned confusion as she listened to Willow's reaction. Hesitantly, "Uh, actually, her name is Cordelia Chase, she's the richest girl in town, the snobbiest bitch at their school, and has made fun of Willow ever since before Kindergarten."

Rogue's eyes went wide with rage, knowing all too well the type Jean had just described. If she could beat herself up, she'd probably be doing it now. Somewhere deep down, she felt a very brief surge of indignation, which covered an ever increasing feeling of fear and guilt.

"Now that everybody knows who everybody is, and that we're going to do our best to help things get back to normal . . . well, normal enough considering this town was built on top of a mystical convergence called a Hellmouth, let's . . ."

Jean was suddenly cut off when a crash came from the back, followed by a figure stumbling into the room from the kitchen.

The figure was then almost immediately followed by a much larger one, the larger one quite obviously intent upon causing serious, if not lethal harm to the first figure. For several long moments of action, the X-Men just stood there, staring at the two figures wrestling there on the floor, thankfully keeping it localized enough to keep from completely trashing the house, until finally Cyclops decided that was enough, and with a signal to Phoenix, reached up to her visor to let loose an optic blast that was timed just right to knock the larger figure back into Rogue's waiting arms. Phoenix meanwhile grabbed the other person and telekinetically lifted them off the ground and away from any surfaces they could push themselves off of.

"Uh, care to explain what the heck is going on here?" Cyclops asked in a tone of voice usually reserved for misbehaving students at the Xavier Institute.

"Buffy?" the more average-sized figure blurted.

Raising an eyebrow at being called the name they'd just learned was the name of the girl Cyclops was possessing, the mutant stepped forward and asked, "We know each other?"

"Is this some kind of joke?" the man asked back.

Finally, everyone seemed to realize the larger figure wasn't even human-shaped, and was giving Rogue quite a fight. "LET GO OF ME!" it screamed in a gravelly sort of roar.

"Calm down an I might!" Rogue screamed back.

"I HAVE TO GET BACK TO TY!" it screamed again, but stopped struggling enough for them to really look at it. It stood close to 7 feet tall and had orange skin and was covered from head to toe in strange yellow armor. Spiky red hair came out the back of it's helmet, but just from everything else they could tell it wasn't human.

"What are you?" Iceman bluntly asked.

"Bobby!" Cyclops snapped back.

The creature however didn't seem to take offense, and in fact wasn't surprised at the question, and answered matter-of-factly, "I'm a Digimon. My name is WarGreymon. Ty told me to stop this man from breaking into this house, just scare him a bit. I had already digivolved, but then he attacked me the moment he saw me. I have to get back to Ty!"

"Who's Ty?" Rogue asked, finally letting go of the . . . digimon.

"He's my partner," WarGreymon answered as though it were obvious.

"Rogue, Bobby, go with him, bring this Ty in with you. He sounds like a kid, and probably is judging by what's happening," Cyclops ordered. "Meanwhile," she and Phoenix turned back to the floating man, "it's you're turn. Who are you, for starters? And what do you know about these teenagers, and what's going on?"

"Buffy, Willow!" the man cried, trying to struggle, but Jean kept a tight grip on him. "What the hell is going on here? It's chaos outside, demons and, and other things I never imagined running around outside, on Halloween! And . . ." he stopped and stared in wide-eyed surprise, "and how are you doing this to me, and how did Cordelia hold that thing? I felt how strong it was . . ."

"You seemed pretty strong yourself, you also have an aura of darkness and thoughts of great evil running through your mind," Jean retorted.

W-w-wait, j-j-Jean a telepathic prompting caused the redhead to pause, though her grip on the man never wavered. I know him. Th-that's Angel. He's a friend. He-he-he... 

"I'm a vampire," Angel told them before Willow could fully explain, though the souled vampire didn't know that. "I was cursed with my soul a hundred years ago. Now tell me what you've done with Buffy and Willow! Who . . . what are you?"

Jean opened her link to her husband, then shared a look with the visored female and gave her a nod, explaining everything silently. Cyclops nodded back and Angel was slowly, carefully returned to his feet.

"Somehow, that we do not fully understand as of yet, when these children, all of the children of this town probably, dressed up for Halloween, about a couple of hours ago, their costumes became real, and we, the people they dressed as, are now possessing them. We're actually from another dimension . . ." she stopped when Angel held up his hand.

"You're . . . possessing Buffy? And the others?" he clarified. Cyclops tersely nodded.

At that moment the rest of the group came back in, though with a small yellow dinosaur-like creature instead of WarGreymon and a young adolescent, 10 maybe 11-years-old at the most.

"Hey! Where's WarGreymon?" Cyclops demanded, "Was there a problem?"

"Chill out Boss," Rogue drawled, pointing at the small dinosaur creature, "WarGreymon went all glowy and turned into the runt here. Pointed out the kid here as being Ty. We closed up behind us, and I made sure no one . . . dangerous was still around."

"Hey!" the thing that looked like a baby T-Rex exclaimed in a squeaky imitation of WarGreymon's gravelly roar. "I am /_not_/ a runt! I'm Agumon. I de-digivolved back to my Rookie form!"

That raised some eyebrows, especially from the X-Men. "You can transform yourself?" Jean asked.

Agumon nodded proudly.

"You must be Ty," Cyclops finally acknowledged the young boy.

"Is this the Digital World, or the Real World?" was the first thing he asked.

Everyone shared a nervous look, but it was Cyclops that answered, "The Real World, but not the Real World that you're used to. It'd take a while to explain what we /_think_/ is happening, and we've got to go somewhere, hopefully to clear this mess up. But the basics is that somehow we've all been transported from our homes into these bodies that are not our own in another dimension, possibly another universe altogether."

"Oh," the boy didn't seem to phased by that. Then he turned to the lizard at his side and said, "Well buddy, here we go again, huh?"

"Look at the bright side Ty," it replied, "It's not /_as_/ bad as the Digital World, and nobody's screaming monster at me. Yet."

"Trust me, we've seen weirder," Iceman confided in the duo.

"Yeah, funny thing is, so've we," Ty replied with a weak grin.

"All right, you!" Cyclops pointed her finger at Angel, stepping forward into the vampire's personal space. "You said you're a vampire, correct?"

"Uh, yeah?" Angel was uncertain with this strange, possessed Buffy.

"That means enhanced strength, reflexes, and at least a century or so of fighting experience, right?"

"Uh, yeah . . ."

"Good," Cyclops turned back to her team and said over her shoulder, "You help Agumon, or WarGreymon, or whatever else he becomes, protect the boy, and any other innocent kids or people you come across. Don't injure or kill anything out there, no matter how inhuman it may appear, and only attack it if it attacks you first, and then only in self-defense, and don't hurt it, not even if you recognize it as a personal enemy. We've got to get to the High School Library to get to the bottom of all of this."

She stopped and turned to fully face the souled vampire, all the other X-Men directly behind her, "You can handle that, right?"

"Uh, yeah," Angel dumbly nodded his head.

"Looks like we'll be doing all the protecting buddy," Ty shared with his partner, who agreed.

Angel noted this, and nodded with more conviction, confident that whoever it was that was possessing Buffy at the moment was more than capable of protecting her. And if not her, or whoever it was, then certainly all the others she'd gathered around her.

"Do you want us to stay here?" he asked.

Cyclops snorted so loud it was almost comical. "Hell no. Take them some place safe, and get as many innocents as you can along the way. This is a house, a place to live in, hardly defendable in riot conditions. You're a vampire, and that means aversion to sunlight, right?" Angel nodded. "Someplace where no sun, limited entry, and thick walls should do it, provided it's not more dangerous than the streets."

"I've got a place in mind," Angel told them. "We'll go there immediately."

"After we find my friends!" Ty argued.

"The friends you may mean might not have been brought with you into this world Ty," Phoenix tried to explain. "Is there any way that you could communicate with them, or even find out if your friends are here with you?"

"Of course!" Ty suddenly exclaimed and pulled out a small white electronic device. "The Digivice!" He held onto it for several long seconds until it suddenly beeped three times, and then was silent. "Huh, that's weird. It's only detecting one other Digivice. Usually this thing can pick up all of my friends and their Digivices!"

"Find his friend, pick up everybody you can along the way/_then_/ get them all to a safe place," Cyclops ordered Angel.

The vampire nodded his agreement, and once that was confirmed, the X-Men raced out, following Willow's directions to the High School Library.

End Memory Flash

Buffy shook her head to clear the cobwebs, and made sure to remind herself later to ask Angel about what all happened with that Ty kid and everything after they left. Looking across the Round Table at Iczel, she suddenly realized that Agumon, and any other pets like him might have remained behind, even as their "partners" left to go back to where they came from.

"So where should we meet, since we're going to meet again?" Mark Kendall asked.

"Actually," Willow shared a look with Xander and the others, "we've found an abandoned lot that is almost ideal for training, for those of us with rather destructive powers and abilities. We'll give you the address and if anyone needs a ride or anything, just let us know and we'll figure something out."

"There's one more question," Jake spoke up.

"Uh, go ahead," Willow nodded for the Star Fleet Commander to continue.

"You mentioned something about us," he gestured at him and his crew, "being a godsend for you. Why was that? And why was learning about a dimensional rift and the fact that myths and magic are real, suddenly change our mind about adhering to the Prime Directive?"

Xander answered before either Willow or Buffy could stop him. "We need a Danger Room. And since the Shi'ar don't actually exist or anything, and none of us are multi-millionaires . . ."

"You thought you'd get us to be your janitors and techies, huh?" Marco snapped.

"No!" Willow insisted, actually getting angry at being accused like that. "We thought we'd /_ask_/ you if you would be /_willing_/ to help us! We won't force anyone to do anything."

"Look," Buffy interrupted, "You all came here for answers about what really happened on Halloween. We've told you what happened, and even some reasons as to why it happened. After this, for all we care, you all can go your own way. Maybe we can help each other every now and again if anybody gets into any kind of trouble, but we don't owe you anything and you don't owe us anything. Now if you still want to meet after school and talk some more about how things /_really_/ work in the world, then you're still welcome to come, but like Will said, we're not forcing anyone."

"We'll still come, we're just trying to determine your intentions," Jake told them. When Marco and a few of the others looked to protest, he glared at them and said a bit louder, "We'll come to talk, and that's all for the moment. And just because between the six of us we /_could_/ build a Galaxy-Class starship, that doesn't mean we will or that we even have the resources to do it either."

"But if all you want is a Holodeck, we may not even have the resources to do that," Tobias pointed out.

"What exactly would you need?" Joyce asked, then smile mischievously. "You'd be amazed at what all magic can get you."

"And what Joyce can't get, I can, provided Scott wishes for it," Amy added.

"Yeah, and hey, if we're talking about heavy equipment, I can shove it around like nobody's business!" Pete began to get involved with the mounting excitement in the room.

"Hey! Hulk's not the only super-strong superhero at our disposal!" Kevin protested, getting pretty excited himself.

"So . . . we're all going to meet after school?" Buffy confirmed.

Everyone agreed, but Mark raised his hand to ask a question, "Uh, would it be OK if we brought a few . . . others? I tried to talk them into coming with me here, but they didn't want to. Kinda scared."

The X-Slayerettes exchanged a few glances, all thinking the same thing/_'How big was this going to get?'_/ Instead they just shrugged and nodded to Mark that it was OK.

Just then, the school bell rung, causing everyone to jump to their feet.

"Uh, OK, come back at lunch and Giles will have the address of the lot ready for everyone," Willow announced as everyone scrambled to gather their things and began to race to class, the elementary students rushing even faster as they had to get back to their own school first. "See you all again this afternoon!"

Moments later only the adults, Giles, Jenny Calendar, and Joyce Summers were left in the Round Table Library.

"But . . . my Library," Giles whimpered.

"Oh don't worry about it Rupert," Joyce scoffed and then waved her hand at the table and instantly it reverted back to it's normal long-table form. "It's only genie-magic. Not exactly difficult to reverse, let alone manipulate. Amy really should get some training however. Even low-level genies can use their magic outside of wishes, and she hasn't demonstrated that yet. Anyway, Buffy already told me where we'll meet, so I'll see you later Rupert. Miss Calendar, it was lovely to meet you."

"You too Joyce," the gypsy nodded, though her accent had disappeared with her costume, she had finally admitted that she really was of gypsy decent.

"Toodles," the sorceress/witch waved her hand before disappearing.

"I need a drink," Giles mumbled, walking into his office, while Jenny quickly left to go to her own class.

After School; Abandoned Junk Yard

Buffy lead the way into the yard, her and Cordy easily taking care of the rusted fences, pushing them out of the way in order to admit the large group that followed. Besides the Star Fleet kids, the other X-Slayerettes + adults (Giles, Jenny, and Joyce), the Cordettes - Harmony, Scott and Amy, Mark, Sydney and Iczel, Kevin had already transformed into Prime and there were three new additions, friends of Mark. They'd been introduced as Jamie, Russ, and Robin, Mark's two best friends and his girlfriend. They hadn't revealed what abilities, if any, they'd gotten from costumes they'd worn, again if they'd worn any at all on Halloween night.

For some reason Pete and Debbie hadn't shown up, but Buffy hadn't expected all of them to.

Leading the way, heading for the small little shack they'd found in the center of the yard, the mutant Slayer fiddled with her crimson sunglasses a bit. Something was making her twitchy, and not just the fact that her mother was here, or even the fact that she tended every now and again to hear Willow's private thoughts, (or at least the thoughts that were about Buffy herself). It was something else.

"Gosh! What is that smell!" Prime exclaimed, holding his hand over his nose.

"Yeah, we're going to have to find out what's causing that. Rusted metal and junk like this doesn't typically smell," Buffy agreed.

Just as they were passing the last turn that would put them almost right in front of the shack, Buffy stopped solid, several of the others behind her bumping into her, but the Slayer didn't move so much as an inch after stopping.

"Buffy, what . . . ?" Willow asked, and then they all noticed what the Slayer already had.

Standing right in front of the shack was a group of nine individuals, and right out in front was Harmony Kendall, in yet another tight black leather outfit, sword in hand.

"Time we finish what we started Cordelia!" she screamed.

"Crap," Buffy cursed, her eyes dancing over the group arrayed before them.

"OK, she's seriously gone off the deep end now," Brittany commented as she pulled out her own blade.

Willow's eyes were dancing just as much as Buffy's until her eyes locked onto one individual in particular, her mind almost reeling with the amount of pure psychic force she felt radiating off of the boy she was looking at. "Cassie, raise your shields and protect everyone that you can, I'll cover the rest!" she ordered.

The Betazoid nodded and a strain of concentration masked her face, and to make sure she pulled her friends, Scott, and the few others that had no hope of properly defending themselves closer to her.

"Who are you people, what are you doing here?" Buffy shouted out.

"Meet my new friends loser," Harmony crowed. "They'll make sure nobody can interfere this time while I take Cordelia down!"

"Is she obsessed or something?" Xander asked the white-striped brunette.

"Uh, saying yes would be an understatement," the Rogue mutant responded.

"Allow me to do the introductions," an older man, maybe 30, 35 years old stepped forward, next to Harmony, and holding her shoulder to keep her quiet. "I am the Gamesmaster, and I would like to play a game with you and mine and Harmony's new friends. The eight of you willing to fight, against the eight fighters I have gathered here against you. The stakes are really quite simple, whoever wins maintains control over this ground, and decides who gets to die and who doesn't. And on the off chance that you do not play . . ."

One of the younger individuals, a boy no more than 8 or 9 years old suddenly began to fly several feet of the ground, his eyes glowing a burning red, highly similar though subtly different from when Buffy's eyes sparked with crimson energy. No doubt it was well within the boy's powers to shoot laser beams from his eyes, on top of flying there was no way for anyone else to know what all he could do just yet.

Another young boy shouted out a word, "SHAZAM!" before a bolt of lightning came down and in the boys place was a BIG man in a red and gold uniform, a giant lightning bolt on his chest. Even Buffy, one of the more fictionally-challenged of the group, recognized Captain Marvel when she saw him.

Three others stood out against the rest, mostly because of the way they were dressed and how they looked in general. One was all in green and had metal gauntlets visible on his arms, while the other two, who could have been brothers, were all in black, looking pale and if not for the bulging veins and red-eyes, making them look like they hadn't gotten any sleep since Halloween, most would think they were a pair of vampires. These two also carried familiar-looking metal hilts at their waists, but if these were weapons or not, no one could tell at the moment.

Once Gamesmaster made his threat however, the one in green put a familiar looking metal-bolted mask over his smooth un-scarred face and did something to his gauntlets to reveal several weapons coming out of them. The other two held out their hands and the two hilts at their waists practically flew into them before they activated with a snap-hiss, revealing them as two crimson lightsabres.

"Well," the Gamesmaster finished up, "I'm sure you can figure it out."

"Any rules to this game of yours?" Buffy growled out, getting into a ready stance.

"No running away, the battles must take place in this lot, and no sideline help. If one of your extras decides to interfere, they should be involved from the beginning," the man snapped out. "Now . . . begin!"

TBC...


	7. Battle Royale

_Battle Royale (Part 1)_

Right after school was out, Jake and his friends met right outside of the Middle School, not far from the High School. Besides the rest of his Crew, Kevin, who had encountered those strange youths, the ones who had dressed up as the X-Men and were now mutants themselves, had joined them and it only took a moment to guarantee that everyone was there before they moved on in silence.

Jake looked back, double-checking for himself one more time that Ax's holographic costume imaging projector was working properly. It was still highly experimental, and it had been constructed between the six of them practically over night, yet besides the lack of an actual forcefield matrix, the holo-cloak seemed to be functioning within normal parameters.

Despite the fact that Tobias, Cassie, and Ax were all now very alien species, it was Ax alone who couldn't casually hide his 'alien-status'. There actually wasn't much difference between Betazoids and humans anyway, with the exception of the DNA, a few differences in brain-chemistry, and the fact that they were ALL telepathic, the two species could practically be called cousins. Tobias was admittedly half-human, but it was the half-Vulcan side that caused the most grief. Even a half Vulcan still had green blood, and then of course there were the ears. Thankfully, Tobias had rather long hair and it was used to cover the malformation.

Once they were to the High School, Jake noticed some of the others that had been at the meeting that morning gathering near the road. If he recalled correctly, it was Mark, the boy that had dressed as a vampire and still had certain abilities but was not a true vampire, the younger girl Sydney, who happened to be carrying Iczel around like it was a high-tech backpack. There were another three people with them that Jake did not recognize.

Even as Jake lead his group towards Mark and Sydney and the others, another two from the meeting, Scott Hope and Amy Madison, joined them. Without offering any warning, Jake simply walked up to them and asked point blank, "You guys have the address, right?"

"And the directions, Willow gave them to me," Sydney answered.

"We just finished talking with Xander," Amy spoke up as the entire group began walking down the road, "He said the rest of them would meet us there. Something about a . . ."

"Scooby meeting," Scott laughingly filled in.

The Star Fleet kids, as the older teens were beginning to think of the Middle-schoolers, shared a glance at one another before conceding to Jake, who nodded back at each of them.

"What?" Scott asked.

"They're meeting in private," the once-Star Fleet Captain answered, "Most likely in order to determine their own next course of action, as well as to decide upon the loyalties and reactions of the rest of us. I'm really not surprised. Given that those . . . X-Slayerettes you called them? Given that they've been fighting demons and vampires on this Hellmouth for the better part of a year, nearly two, of course they're a very tight-knit group, and they won't take kindly to outsiders suddenly wanting to join in. Let's just hope that they aren't as paranoid as they are brave."

Scott and the others shared their own glances, but the questions stopped.

Once they were far enough away from the crowds, Kevin announced that he was going to transform into Prime. It was a very . . . interesting, or as all the girls put it, disgusting process, but the final result left all the females just as gushy over the Ultra's inhumanly bulging muscles as much as they'd been squealing over the slime before.

Given that they now had a superhero walking with them, Ax asked permission first and then disengaged the holo-cloak and resumed his 'natural' Andorian appearance.

About a mile from where the X-Slayerettes had said the junk yard was, the rest of the older teenagers, as well as the three adults, joined the growing group of Halloween victims, and it was the girl, Buffy, leading the rest of the way to the abandoned lot.

Buffy in front, the group started heading for the small little shack they'd found in the center of the yard, the mutant Slayer fiddled with her crimson sunglasses a bit. Something was making her twitchy, and not just the fact that her mother was here, or even the fact that she tended every now and again to hear Willow's private thoughts, (or at least the thoughts that were about Buffy herself). It was something else.

"Gosh! What is that smell!" Prime exclaimed, holding his hand over his nose.

"Yeah, we're going to have to find out what's causing that. Rusted metal and junk like this doesn't typically smell," Buffy agreed.

Just as they were passing the last turn that would put them almost right in front of the shack, Buffy stopped solid, several of the others behind her bumping into her, but the Slayer didn't budge so much as an inch after stopping.

"Buffy, what . . . ?" Willow asked, and then they all noticed what the Slayer already had.

Standing right in front of the shack was a group of nine individuals, and right out in front was Harmony Kendall, in yet another tight black leather outfit, sword in hand.

"Time we finish what we started Cordelia!" she screamed.

"Crap," Buffy cursed, her eyes dancing over the group arrayed before them.

"OK, she's seriously gone off the deep end now," Brittany commented as she pulled out her own blade.

Willow's eyes were dancing just as much as Buffy's until her eyes locked onto one individual in particular, her mind almost reeling with the amount of pure psychic force she felt radiating off of the boy she was looking at. "Cassie, raise your shields and protect everyone that you can, I'll cover the rest!" she ordered.

The Betazoid nodded and a strain of concentration masked her face, and to make sure she pulled her friends, Scott, and the few others that had no hope of properly defending themselves, closer to her.

"Who are you people, what are you doing here?" Buffy shouted out.

"Meet my new friends loser," Harmony crowed. "They'll make sure nobody can interfere this time while I take Cordelia down!"

"Is she obsessed or something?" Xander asked the white-striped brunette.

"Uh, saying yes would be an understatement," the Rogue mutant responded.

"Allow me to do the introductions," an older man, maybe 30, 35 years old stepped forward, next to Harmony, and holding her shoulder to keep her quiet. "I am the Gamesmaster, and I would like to play a game with you and mine and Harmony's new friends. The eight of you willing to fight, against the eight fighters I have gathered here against you. The stakes are really quite simple, whoever wins maintains control over this ground, and decides who gets to die and who doesn't. And on the off chance that you do not play . . ."

One of the younger individuals, a boy no more than 8 or 9 years old suddenly began to fly several feet of the ground, his eyes glowing a burning red, highly similar though subtly different from when Buffy's eyes sparked with crimson energy. No doubt it was well within the boy's powers to shoot laser beams from his eyes, on top of flying there was no way for anyone else to know what all he could do just yet.

Another young boy shouted out a word, "SHAZAM!" before a bolt of lightning came down and in the boys place was a BIG man in a red and gold uniform, a giant lightning bolt on his chest. Even Buffy, one of the more fictionally-challenged of the group, recognized Captain Marvel when she saw him.

Three others stood out against the rest, mostly because of the way they were dressed and how they looked in general. One was all in green and had metal gauntlets visible on his arms, while the other two, who could have been brothers, were all in black, looking pale and if not for the bulging veins and red-eyes, making them look like they hadn't gotten any sleep since Halloween, most would think they were a pair of vampires. These two also carried familiar-looking metal hilts at their waists, but if these were weapons or not, no one could tell at the moment.

Once Gamesmaster made his threat however, the one in green put a familiar looking metal-bolted mask over his smooth un-scarred face and did something to his gauntlets to reveal several weapons coming out of them. The other two held out their hands and the two hilts at their waists practically flew into them before they activated with a snap-hiss, revealing them as two crimson lightsabres.

"Well," the Gamesmaster finished up, "I'm sure you can figure it out."

"Any rules to this game of yours?" Buffy growled out, getting into a ready stance.

"No running away, the battles must take place in this lot, and no sideline help. If one of your extras decides to interfere, they should be involved from the beginning," the man snapped out. "Now . . . begin!"

Before any of the newcomers could do anything, Harmony raced forward, screaming her head off, aiming straight for Cordelia. Buffy, Xander and Willow all made to get in her way, but Harmony wasn't the only one to charge.

Buffy was knocked off her feet by a blue and black blur, which solidified into the boy that had been flying and still had glowing eyes. Not too dissimilar from the way her own eyes glow whenever she gets angry, now that she realized it. Kipping up to her feet, the mutant Slayer faced her opponent, imagining the trigger in her mind, crimson energy beginning to flow from her optics.

The very same youth that she had felt such tremendous psychic energy flowing off of swept Willow aside with a wave of his hand. Barely managing to raise her force shield in time to protect herself, the redhead skidded along the ground like a stone on a pond before slamming painfully into a rust covered truck. She got up in time to see the blond young man flying at her in a telekinetic aura of sky-blue.

As Harmony was almost upon them, Iceman and Rogue prepared themselves for a fight, one covering himself in ice armor, the other balling her fists. Just before she could strike though, the other Cordettes rushed forward, Brittany with her katana blocking Harmony's strike while Charlotte and Erin tackled her away.

"Enough of this Harmony! We might have listened to you once, but Cordy's right! We don't have to do this! We /_shouldn't_/ be doing it! Now stop this before somebody gets hurt!" Brittany shouted for reason.

"Get out of my way!" Harmony screamed, getting back to her feet.

Suddenly, the three that had stood out the most attacked, the one mostly in green and with the machines, which actually turned out to be blasters connected to some kind of armor he was wearing, launched a few missiles at the bunched up group. Without a word, everyone scattered, Cordy having no choice but to go forward towards Harmony.

The spirit of Nemesis screaming within her at the underhanded tactic, Brittany cried aloud and attacked the young man, her katana clanging with each scratch against his armor.

All of a sudden, Xander found himself with Charlotte and Erin, facing off against the two brothers in black, and he began to have a bad feeling about this.

In the aftermath of the explosion and immediate fighting, Prime and Sydney with Iczel found themselves squaring off against the two that were left. The Power of Shazam incarnate, Captain Marvel, and another teenager in a blue and red cosmic uniform, glowing bands on his wrists as he hovered there.

"There's no way I can do this!" Sydney shouted.

"You can!" Iczel and Prime both shouted back at her.

"I'll take Cap, don't worry, I think I'm stronger than him," Prime winked at the girl, causing her to blush before he flew forward, leaving her alone. Well, not entirely alone.

"Let's do it Sydney!" Iczel shouted.

Sydney nodded at her partner and screamed, "CHARGING UP!"

There was a nearly blinding explosion of light around the pair before they were surrounded in a sphere of white energy, and before anybody could stop blinking enough to even bother looking again, the energy conformed around the female warrior Iczelion, yet before her opponent could comment on the fact, before the energy had fully dissipated, she was moving, striking him with an uppercut before flashing around to his back to deliver a devastating kick and then a heel-uppercut to blast him higher into the air. Only then, after that combo did anyone get a look at the cosmic warrior Iczelion.

It was still Sydney, just the girl wearing space armor made up of Iczel's body. Where the armor didn't manage to cover, thankfully a red jumpsuit seemed to have appeared over the girl's body.

"Cute," the young man said as he floated back down to the earth, rubbing his jaw slightly.

That was when Sydney noticed that the boy's costume was exactly like that of Captain Marvel's! The Captain Marvel from Marvel Comics, the Kree warrior that had Cosmic Awareness, Nega-Bands that fired destructive bolts among other things, and on top of all that, was THE most respected hero in the Marvel Universe. Until he died the third time. She also remembered that his name was MarVell.

I know you're worried about hurting an innocent person Sydney, but until we can find a way to convince him and explain everything to him, we have to defend ourselves, and our friends! Iczel telepathically reminded her.

/_'That's right!'_/ Sydney realized. He wasn't /_really_/ Captain MarVell, he was some innocent person that had just dressed as him for Halloween and now was being taken advantage of by that Gamesmaster guy!

"What's your name?" she asked as they both hovered there, standing off.

Surprised at being spoken to in anything that wasn't trash-talk, the Kree superhero startled, just hovering there for several long moments, before finally answering in a quiet voice, "Tim. Tim Smith. Who... Who are you?"

"My name is Sydney, Sydney Pierson. Let me guess, you dressed as Captain Marvel for Halloween, right?" she asked.

Tim just shrugged, looking a bit uncomfortable. "Uh, yeah. Who'd you go as?"

"Iczelion," Sydney confessed with a sly little grin.

Tim's eyes went wide, apparently having seen the anime, then he gave her a rogue grin and squinted his eyes in challenge. "This should be interesting then," he spoke, but it wasn't 'Tim's' voice. It sounded like the guy that called himself Gamesmaster had overlaid his voice on top of Tim's. Startled by this, Iczelion looked down at the ground to see the man called Gamesmaster grinning insanely up at her.

Sydney! Iczel warned just in time for the girl to see Tim firing a Nega-Blast at her. She raised her shield just in time, the energy dissipating around it.

Gamesmaster is controlling everyone, we can't hurt them Iczel! Sydney wailed in her mind.

As against my programming as it is, I suggest then that we keep it close and personal. Nagisa used to love that.

AND I ONLY TOOK 1 YEAR OF KARATE AND ONLY GOT TO YELLOW BELT! Sydney screamed back, dodging to the side instead of allowing Tim's blast to hit again.

I never said it'd be easy, but neither of us want to hurt this boy, or any of the others, so we have to take it to hand-to-hand instead of exchanging lethal energy blasts. Iczel argued back.

Grumbling to herself, Iczelion decided not to argue at the moment, instead concentrating on dodging and making sure none of the blasts Tim was shooting at her was going to hit anybody or do anything dangerous.

Back down on the ground, Cordelia and Harmony were sparring. Well, not really /_sparring_, as Harmony was really trying to hit and kill Cordelia, and Cordelia didn't have a sword herself, but with the damage being done to each other, it might as well have been sparring.

"Hold . . . grunt . . . STILL!" Harmony screeched as she kept missing Cordy with her wild swings.

"OK," Cordy stopped retreating and stood still, and Harmony still missed her next swing at the white-striped brunette. Smirking, she still didn't move but couldn't let the action go without comment either. "Y'know, I've heard the term, couldn't hit the broad side of a barn, but come on! I've seen Buffy swing better with a sword in her hands!"

"That loser!" Harmony screeched, getting that more pissed off. "RAAAAAAHHHHHHH!" the blonde swung with all of her might in a cross swing at Cordelia's torso, and Cordy still didn't bother moving.

It happened in a single instant, but for Harmony, that moment would be played over and over again for the rest of her life. For that one moment of absolute rage, Harmony was so adrenalized that her strength, for that one moment, actually became superhuman. And so when the rather poorly-made iron sword, thrown with unstoppable force, met with the immovable object of Cordy's skin, the inevitable happened. The sword shattered in Harmony's hand, nearly breaking said hand as well, leaving only the hilt and a couple inches of shaved iron.

Cordelia frowned and looked down at her right arm where the sword had struck and saw that the skin was unblemished and thankfully Harmony hadn't cut at her clothes. "You know," she said to her rival, rubbing at the spot on her arm for a second or two, "I actually felt that. It tickled," she grinned wickedly at Harmony and with no more warning than that, threw a left hook right at the socialite's face.

She watched with amusement as Harmony went flying back, cartwheeling through the air until she landed, painfully, with her back against the hood of a broken down Beamer. Clapping her hands to get rid of dust, Cordelia smiled to herself and drawled, "Y'know darlin', this is actually gonna be more fun than I'd thought it'd be."

In another part of the lot, Buffy was standing off against the boy that as far as she could tell so far, had all the powers of Superman. Although she had to admit, it was more the Artic Breath than anything else that had lead her to this conclusion.

"So, any chance your name is Clark, kid?" she teased, fully in Slayer-mode.

"Don't call me kid!" the young boy, no more than 10 years old, if that. "And my name is Robert Clarkson. /_Not that it'll do you any good Slayer!_/" The last bit was said with the Gamesmaster's voice overlaid over Robert's. Buffy had heard that trick before, and had figured out exactly what it meant, but she wasn't too worried about hurting a kid that had /_Superman's_/ powers! She was a little more worried about him hurting her!

"Well my name's Buffy. Buffy Summers," she said before dodging out of the way of some Heat Vision. "Nice to meet you. Kid."

"Don't call me kid!" Robert screamed again, shooting another burst of heat vision at her.

Buffy back-flipped over it and was a little surprised that the burst didn't last much longer than a few seconds. Maybe he couldn't sustain the lasers for more than that? Or was it just he didn't have that much control over his powers yet? Time to find out.

"Hey Bobby," she called, triggering her mutant power, "hate to break it to you, but you ARE a kid!" The optic blast flashed between them, electrifying the air and announcing itself with the same sound effects from the X-Men cartoons and video games.

Buffy let go of the trigger after the count of three and slowly the optic energy dissipated, and allowed her to see normally once again. And allowed her to see the devastation she had just caused. The Slayer blinked in disbelief at the scorched landscape right in front of her and even metal and cars that had been torn apart by the sheer force of her optic blast, and about 10 meters straight out, the boy, Robert, was slowly getting to his feet, his shirt torn in a couple of places, but otherwise no more harmed than if he'd rolled around in the dust on purpose.

"Crud," Buffy sighed and prepared herself for the counterattack.

It came faster and harder than she expected as the boy quite literally flew at her at near-supersonic speeds. She only had enough time to raise her arms in defense and let herself go limp when the force of his charge picked her up and blasted her backwards into a pile of junk. Once they'd stopped moving Robert hunched over her half-buried body, he raised his fist for a no doubt devastating full power Superman-strength punch, and Buffy knew if she didn't do something she'd be dead, whether Robert intended to kill her or not. So she did the only thing she could, keeping her eyes open and locked on him, she fired off another full power optic blast.

Thankfully it worked, blasting the boy high into the air in a high arch before falling back to the earth with a tremendous crash. It also allowed her the time to throw the heavier stuff off of her and struggle back to her feet. Rolling her neck and stretching her arms and legs, the Slayer growled softly to herself, "OK, no more playing around."

Moving with Slayer-enhanced speed, Buffy ran straight for the crater Robert had landed in and was only now getting out of. He looked up, surprised to see her charging him, but that surprise was nothing next to when she threw a full-Slayer-strength punch right at his face, and apparently it was enough as it knocked the boy back into crater he'd just vacated. The Slayer didn't stop there however, jumping in to pick the boy back up and then kick him back out of the crater before jumping back out herself in a smooth flip.

"That . . . that /_hurt_!" Robert exclaimed, holding his face and chest.

"Yeah, and it'll hurt a lot worse if you keep up this fight, now how about you giving up?" she argued with him.

"Superman wouldn't give up!" Robert shouted back, and then the Gamesmaster's voice overcame Robert's once again, "/_And I'm not going to give up the game just yet my young amateur Slayer. You'll have to kill the boy to stop him from killing you!_/"

"Superman doesn't kill," Buffy retorted.

"/_Yes, but this boy doesn't remember it that way, plus, you just hit him. For that, you deserve to die!_/" Gamesmaster spoke through Robert. Then all of a sudden, Robert's face contorted into rage, and he screamed like a child throwing a temper tantrum, "YOU HIT ME! I'M GONNA KILL YOU NOW!"

"Shouldn't that be "Gonna tell your momma now?" Buffy couldn't help teasing before jumping away, barely in time to avoid the heat vision bursts.

/'_Wonder how Willow's doing?_'/ Buffy thought to herself as she struggled to deal with the mind-controlled Super kid.

Willow was actually doing about as well as Buffy herself was doing, choosing to stay close to the ground, but still telekinetically flying around in attempts to subdue and defeat, without harming or killing, her opponent, who was flying around much the same way she was.

"Who the hell did this kid dress as?" Willow gasped as she raced down an alley created by the piles of cars and junk.

Before she could receive an answer, or even get to the end of the "alley" she was in, the kid in question suddenly appeared before her, his blue telekinetic aura blazing around him and holding a couple of cars that were no doubt soon to be thrown at her. "My name is Fredrick Smith," he said calmly, and only as she was a few feet from him and not running away did she finally see that the boy was barely 13 years old, if that! "And I dressed up as Franklin Richards, aka Psi-Lord from the Fantastic Five. Any other questions?"

"Yeah," Willow replied, "How come you haven't been keeping up your mental shields?"

The boy, Fred, looked confused for several seconds, giving Willow just the time and opportunity to strike, which she did. The psi-bolts hidden in waiting from multiple points around the junkyard, where Willow had hidden them around this central point, flowed forward with the speed of thought and attacked the unprotected mind of the young psychic.

Psi-bolts weren't something Jean Grey ever used that often. For one thing, they had the potential to be lethal, even with a relatively weak psychic, and Jean Grey was one of /_the_/ most powerful psychics in the world/_THE_/ most period when she was possessed by the Phoenix, but then the title went to the Universe instead of just the world. It all had to do with the intention behind the attack. If you wanted to distract, confuse, or simply knock unconscious the target, then it is relatively harmless and a very effective attack. However if the intention is to kill, control, or destroy . . .

Against other psychics, a psi-bolt is limited in its usefulness as they can block it the same way they could block a telepathic probe, though if the bolt was powerful enough it could still do its damage in cracking the psychic's shields and put a dent in their energy reserves.

Willow herself never knew a lethal thought in her entire life, not even after seeing death herself, she's never honestly wished or thought of wishing someone else dead. Jean Grey, an experienced woman who fought battles and went through things no human, mutant or normal, should ever be forced to go through, did, every once in a while, have thoughts of killing intent.

Still, Willow was a little shocked, and very grateful, that her opponent had been stupid enough to leave his mind practically unguarded, focusing entirely on telekinetic battles instead of the battles of the mind. And all she needed was him unconscious, defeated, so she could go and help the others to end this thing, and so that's what she set the psi-bolts to do, to knock him unconscious, and it was also why she set up so many, at least fifteen, because she had expected him to at least have a few mental barriers up so the first few blasts would wear him down and she could finish him off face-to-face.

Instead, all fifteen psi-bolts struck simultaneously on his completely unguarded mind, and after a few seconds of screaming and grabbing his head, Fred Smith collapsed, unconscious to the ground. And if the psi-bolts just /_happened_/ to look like and be shaped after the fire bird shape Phoenix was known for, well that was just one really big coincidence.

"Whew," Willow breathed a sigh of relief and lowered herself to the ground.

"/_Oh, I wouldn't breath that sigh of relief just yet my dear/_" a sinister voice sounded around her, originating from Fred's fallen body. Then Willow got the shock of her life as said body was raised to its feet, but not in the normal way, more like a puppet being picked up by its strings, and rather forcefully at that.

The redhead tensed immediately, immensely grateful that she hadn't lowered her other mental defenses as she'd done her physical ones. She watched as Fred, still unconscious, steadied on his feet and the blue aura returned around him.

"How . . . how . . . ?" she wanted to know.

Instead she just heard echoing laughter coming from the distance and realized who and what it was.

"Gamesmaster," she hissed, fury blinding her for a moment and she lashed out with a full telekinetic strike. Fred flew back, but only a couple of meters before the boy's own telekinesis caught him and held him steady. But Fred was still unconscious, she could feel it!

Gamesmaster must be controlling him directly now, not just influencing his reactions, she realized and knew this was going to get a lot trickier than she thought it was going to be. Taking to the air, her hot pink aura flashing around her, she retreated, knowing that there was NO WAY she could match the amount of raw psychic energy /_still_/ pouring off of him, even though he was unconscious and being controlled by somebody else.

Willow was no stranger to fear, but Buffy had always been there to save the day, to share her courage with her friends, and to make sure that the terror rating never reached heart-attack proportions. Willow was beginning to feel terror at very near that level at the mere thought of going in a head-to-head with the person chasing her even now.

Prime thought it'd go easier than this.

After all, how strong /_was_/ Hercules? Captain Marvel had the strength of Hercules, among other things, and he was still human sized, so Prime with all his bulging muscles and super strength should easily overpower him in the strength department.

Prime just forgot that Captain Marvel got smarts, speed, and durability along with that strength, all from fabled mythological sources. As he was finding out, raw strength didn't always win the fight.

Flying right towards the red and gold clad titan, Prime lead with his fists, cocking his left back in order to add as much power to the blow as he could. Before he could even get close enough though, Captain Marvel was flying his own fist right at Prime's face, knocking him back through the air almost past the fence of the abandoned lot. Thankfully, the young superhero managed to stop himself, shaking his head slightly to clear the ringing left from the hit.

"Dang, this guy's a lot tougher than I thought!" Prime muttered before flying right back into the battle.

Captain Marvel was just waiting there for him, arms crossed, cape flapping heroically behind him, it almost infuriated the Ultra, if not for the fact that he thought it looked /_really_/ cool! Leading in with his fists again, Prime flew in at a blurring speed right for the fictional hero that he found himself facing in battle. Despite the surrealness of it, the part of Prime that was Kevin was practically screaming in excitement and joy at what was happening. It was like a comic book come to life, and for Kevin Ozborne, that was literally a dream come true.

Surprisingly, Prime's punch was allowed to hit, yet what was even more surprising, to Prime at least, was that said punch had about as much effect as slapping a concrete block when he was still Kevin. Withdrawing his fist, Prime stared in open shock at Captain Marvel, completely unable to believe what he'd just seen.

Captain Marvel, in turn, just smirked and then cocked back his right fist, and before Prime could even say "Oh cr—!" the Ultra was falling like a meteorite, knocking down and over several mountains of junk before finally coming to a rest near the outer fence.

Groaning, Prime sat up and looked around, and when he saw that the fence was less than a foot away from where he'd landed, he came to an unmistakable conclusion. "He's holding back!" Prime exclaimed to himself.

Kevin was never much of a fighter, preferring to compromise or just avoid situations like that altogether, but his father, when he'd still been with Kevin and his family, had instilled some basic values, including the ever famous, "Don't start a fight, but always finish it", and Kevin, while not always winning, always followed that philosophy. He also didn't like it when he was being played with, which the bullies at his school quite often did.

Until he'd proved too dangerous to play with, he grinned to himself as he took to the air once again. Time he stopped holding back too.

He flew back in as fast as he could make himself move, this time not bothering with hesitating or not wanting to hurt the other kid, letting his anger guide him in. Surprisingly, Prime actually hit, yet even more surprising, given his streak so far, was that Captain Marvel was very nearly blown out of the junkyard himself!

Xander watched with amusement as Captain Marvel crashed into a mountain of junk and then dig himself out again before blazing back up to fight Prime some more. Kevin was more like his costumed character than he realized, which wasn't necessarily a good thing.

Unfortunately, the living incarnation of Iceman didn't have time to deal with that right now as he was dodging, to the best of his ability, flying debris, which somehow the two darkly dressed figures seemed to be telekinetically throwing at him and the two Cordettes he'd somehow got teamed up with. Doubly unfortunate, his capabilities weren't quite up to par, as the multiple scratches and heavy-hits he'd gotten attested to. If he wasn't now 100 sure that his ice-form was impervious to it, he'd bet that he would be covered in bruises by the time this was over.

In fact, the things being thrown aside, the only real threat those two posed was their red lightsabres, which kept Black Widow and Silver Sable far enough back from attacking the two of them directly, for fear of being sliced into itty bitty pieces of cauterized flesh. And so far Xander, not willing to kill something that wasn't demonic in some way, hadn't discovered any way that he could help them, except on occasion creating an ice wall or two when the two brothers came in swinging their lightsabres, giving the girls and himself just enough time to retreat from them.

Their hasty retreats had finally brought them closer to where Brittany, aka Nemesis was still relieving her anger on the guy in the armor, who incidentally seemed to be petrified of the enraged young woman.

"Hey BRIT-BRIT!" Xander cried as they ran from the two lightsabre-wielding maniacs, "We could use a little HELP over here!"

"Don't call me Brit-Brit!" Nemesis screamed before finally just punching the poor guy in his iron mask so hard that he actually fell down.

"You didn't break a nail, did you?" Erin asked, suddenly concerned.

"Nah, besides, I've got a manicure on Sunday," she answered casually, as though they'd just run across one another in the mall.

"LADIES! IF YOU PLEASE!" Iceman roared at them.

"Well what do you expect us to do?" Charlotte asked. "They've got those laser-sword thingies, and they took our guns away from us, and not even Brit's sword can go against a laser-sword."

"Hey!" the younger one suddenly whined as the two brothers stopped. "They're called Lightsabres! Say it with me; Light. Sabers."

"Ignore them Andrew," the older one sneered, "They're the 'Popular girls', though sycophantic pea-brained bimbos is more like it. They couldn't understand the difference between an X-Wing and a TIE, let alone properly identify a lightsabre, a tool of the Force, from a life saver! A roll of donut-shaped candies! Hahahahahah!"

The two started laughing their asses off, occasionally snorting a little, but Iceman was more paying attention to the changing expressions on the three Cordettes' faces.

"Oh, it is so on now," Brittany grated, gripping her blade a little tighter and stalking forward, Erin and Charlotte right behind her.

"Uh, yeah," Iceman backed away, knowing when to bow out. "I'm, uh, I'm gonna go and finish off that guy dressed like Dr. Doom. Uh . . . yeah."

He quickly ran the other way.

Explosions rocked the junkyard, some caused by lasers, or other things, misfiring and hitting something besides their target, or in other cases, actually hitting their target and knocking them into several mountains of junk before making a few craters here and there. Sometimes it was a supernatural body hitting the ground, or other things, with tremendous force, and still other times it was merely the effect of a power caused by one of the clashing titans in their fight. Outside all of it though, which is to say outside of the fight if not the junkyard, the remainder of the group from the Library that morning looked on with growing dread and nervousness as the forces of the Gamesmaster began to reach the upper hand against their friends and comrades.

The pair of Cordettes that dressed as and now were reincarnations of /_Noir_, had managed to sneak themselves and the others not fighting into the lone little shack at the center of it all. The Gamesmaster was barely ten feet out from them, standing and looking at everyone fighting around him, like some kind of psychotic referee, who tended to make the fights worse rather than calling them out. Aura had already suggested that it would be extremely easy for them to end this by simply putting a bullet in the back of the man's head, but Giles immediately vetoed the idea, quickly supported by everyone with very few exceptions, saying that the man was going through the same thing the rest of them were, and unfortunately had lost himself to either the powers and abilities he now had, or to the very personality that had possessed him on Halloween night.

It wasn't much of an argument in Noir's opinion, but it was what convinced the others.

Not willing to start an argument over it, the two young women instead just took up guard positions, handling their weapons with professionalism that seemed more surreal due to their age than the perfection of it.

In the mean time, Giles was trying to figure out how he and the others around him could even begin to help their friends and end all this fighting.

"Maybe if we could find some clue as to why all the others are taking their direction from Harmony and that . . . that . . ." he stuttered.

"Excuse me, Mr. Giles?" Aura calmly interrupted, keeping her eyes on what was outside, but no one had any doubt that she was fully aware of absolutely everything going on around her at that very moment. "But I believe that Harmony is as much a pawn in this game as any of us are. It is of course possible that the one calling himself /_Gamesmaster_/ is in fact somehow influencing or even outright controlling the actions of everyone out there, even our friends. Perhaps even we are being affected by his control."

"Yes, I had thought of that, but . . ." Giles began.

"Cassie," Jake interrupted, "that girl, Willow, she told you to protect us, from what? And how? Was it the Gamesmaster's influence?"

Cassie shook her head. "At the time, Willow thought the danger was one of the others, and quite frankly I agreed with her. The pure amount of raw psychic power he was exuding . . ." The young black girl trailed off, shivers running up and down her body. "But now that I'm actively blocking all outside mental energies, I /_can_/ feel exactly what it is that the Gamesmaster is trying to do. The thing is, it's not an actual invasion or probe like typical telepathy. It feels more like the link was always there, like a Subspace carrier wave or radio signal. He just has somehow found a way to tap into it and to a point, even control where the wave signal is going to or coming from. Although now that I've blocked it, I can't get much more information about it, or him. If I try to tap into him . . . there's no telling what could happen, and I'd really rather not try."

"That's all right. For now though . . ." Jake trailed off for a moment before his eyes lit up with inspiration.

"Marco, Ax, Tobias, can you three come up with a way to completely block this guy from using his telepathy, or whatever it is that he's using to control everyone out there?" he asked of the others.

The three mentioned all startled and stared, first at Jake, then at each other. Finally, Marco stepped forward, almost into Jake's personal space and started shouting at him, "You CAN NOT be serious! First you drag all of us down here just to 'see what they have to say', and then it turns out to be a trap for _/them/_ and we're in danger of being killed by some random blast or one of them crashing into us and turning us into the grimy little paste you peel off your shoe after coming out of a movie theater, and NOW! Now you want us, US to make you some random almost magical device to block the /_telepathic_/ transmissions of some insane psycho standing out there that is apparently controlling several /_Super Heroes_/ into playing his "/_game_/". And to top it all off we don't even /_know_/ what kind of telepath, IF that's what he is, what kind of brain chemistry, HECK, he could be using subspace for all we know! And to top it all off! We're stuck in the end of the 20th Century with technology I wouldn't use to MAKE A /_TOY OUT OF_! So, JAKE, tell me, do you /_REALLY_/ expect the three of us to come up with some miracle device that you need JUST FOR THIS MOMENT! HUH?"

"Yep," Jake answered with a straight face.

Marco shrugged and turned back to Tobias and Ax, calmly saying, "Give us a few minutes, let's see what we've got to work with." Then the three of them quickly got to work.

"Sometimes I wonder about his sanity," Rachel commented.

"I'm beginning to wonder as well," Giles commented after staring for a few moments.

"Cassie, how long can you keep up keeping that guy out?" Jake asked, referring to the Gamesmaster.

"As long as necessary," the girl dutifully replied, already the strain beginning to show in her body and expression.

"Well if it comes down to it, only block Marco and the others, but let us know so the rest of us can take . . . precautions," the former Star Fleet Captain ordered.

"Yes sir," the Betazoid answered.

"If she has to drop the protections around the rest of us," Jake turned to Aura and Cindy, "take the shot. We probably won't get another." Noir simply nodded their agreement and returned to their watch posts, Aura making sure she had a clear line-of-sight on the still-standing Gamesmaster at all times.

"Now wait just one moment!" Giles protested.

"You can't do that!" Joyce shouted.

The other kids looked uncomfortable with the concept, but kept their opinions to themselves for the moment, so Jake turned to the adults. Before he could explain his reasoning however, Jenny Calendar stepped forward.

"Rupert, Joyce, circumstances aside, that man is a danger to us and potentially countless others. It's a hard decision, doubly so when children are the ones forced to make it, though we can hardly call Jake and his friends children given their own circumstances," she said. "This world is NOT some happy-ending story to be read on the Internet or be made into some movie-of-the-week. This is real, hard life, and we have the right to defend ourselves. No matter the cause."

"I will not allow these children, despite circumstances, to become murderers," Giles shouted.

"Why don't I just teleport him away, if it becomes necessary?" Joyce insisted. "That way he's away from us, and I'll make sure it's some place remote so he won't be able to hurt anyone else. Anything better than killing him outright just because there's the chance he /_might_/ try to take over our minds!"

Jake tensed, looking at everyone in turn, save Noir and Ax, Marco, and Tobias. Then he nodded. "Very well," he finally decided. "If you can, teleport him to the Moon for all I care. But if you can't, if he's still a danger to us, if his control isn't blocked . . ." He looked over at Aura, who nodded solemnly in return, a cold look in her eyes.

"Cassie . . ." he said.

"I can still keep him out. For as long as necessary," she answered, steel-like strength in her voice. Jake simply nodded and waited for his miracle.

Xander almost felt sorry for the brothers, they'd admitted they were as much a while ago, and then when the guy dressed like Dr. Doom had jumped up to join them, he pretty much lost all sympathy as even he could see that those three were bigger dorks than he could EVER have been at his worst! But still . . . sending them up against three of the Cordettes, who themselves had the knowledge, experience, and abilities of three of the more deadly femme fatales in all Comic Book History, it was a /_bit_/ cruel to the young man.

But then the Trio had to go on insulting and insinuating . . . /_things_/ about the Cordettes that he now felt they deserved whatever they got.

Then, just as he was about to go and find someone else to fight, he saw his opening. The Darth brothers, he jokingly thought of them, had raised their lightsabres in identical overhead chop fashions, their eyes focused on their respective targets, but whichever it might have been didn't matter, their guards were down. Without conscious thought, his arms shot forward, ice beams arcing across the distance in the flash of an eye blink. Amazingly though, both of the brothers looked up in shock at the last second and stared straight at the oncoming mutant attack. Unfortunately for them they did not react quickly enough and very soon the lightsabres were covered with solid ice.

Also, in order to avoid getting their hands just as frozen, they both had to let go of their sabers, which automatically shut the crimson blades off, preventing the energy blade from thawing itself out.

"You . . . you . . . you . . ." the younger one was stuttering.

"YOU /**_PEON_**!" the older one shouted, his own hands shooting forward, arcs of pure energy shooting from his hands.

Going with instinct, Iceman formed an ice-wall at least a full meter thick between him and them. Confident he'd sufficiently tipped the scales, he crossed his arms and smirked to himself. Until he saw a spot glowing at the center and watched with a morbid fascination as the ice block he'd created began to melt very quickly. When the arcs of electricity began to race over it, he lost his curiosity and quickly ran in the opposite direction.

The sound of the ice block shattering forced him to quicken his pace, but he knew he couldn't outrace a Dark Side user using Force-Lightning with nothing but his feet.

"Screw training, gotta go with instinct," he said to himself and focused his powers, pointing his hands down and shooting out a blast of cold, focusing on creating the ice bridge that Iceman was always known to use to get around in fiction.

It happened so fast that he really didn't have time to savor the experience, but it was exhilarating nevertheless. One second he was running along the ground, the very next he was moving/sliding along the very ice he was creating beneath him and for a few moments his momentum kept up and he actually got pretty far before he lost his balance and the ice bridge became slightly skewed and he fell down on his butt. Thankfully he hadn't gotten very far off the ground, and kept enough sense to roll with the fall and landed himself behind another mound of junk, just out of sight of the Darth brothers.

"OK, so maybe I need a little bit of training," he grumbled to himself and started crawling around to get back in the fight without getting blasted the moment he stood up.

"Thanks Iceman," Silver Sable and Black Widow both muttered with thick Russian accents, moving in on the frozen lightsabres and with well-placed drop-kicks shattered the machinery while the Darth brothers were still distracted by Xander's escape.

"Looks like the tides have turned boys," Brittany, fully in her Nemesis persona, teased, stepping up behind them, her katana at her side.

The brothers turned to nervously look at the femme fatales arranged against them, suddenly realizing their predicament, and it being driven home when they saw the scattered components of their lightsabres on the ground.

Having apparently spent his anger on Iceman, the older brother huffed angrily but stayed his hand, just as nervous and fearful as his younger brother beside him. Then he caught a sight that made him smile.

Before the Cordettes could ask him what he was smiling about, or even before Tucker could taunt them further, the Dr. Doom kid appeared on the other side of the Cordettes, announcing himself with, "You haven't forgotten about me, have you Lady Nemesis?"

"No," another voice off to the side sounded, "we just figured you'd gone crying home to your mommy by now!"

Everyone turned, startled, to see Iceman standing on top of another mound of junk. Before anybody could really respond, he started shooting Icebeams at the kid in the Doom armor, never letting up for even a second. Of course, despite being startled, Warren didn't just stand there and take it. He tried to fire the lasers and other weapons on his armor, but Iceman didn't give him the chance, stopping the attacks before they even went anywhere. At some point he was actually covered in a pretty thick later of ice, but he then used the armor to shatter it a second later.

"What? You think I didn't make my armor elemental proof? I'm just as brilliant as the great Dr. Doom! More even! I won't even catch a cold from this!" he boasted.

"What's your name kid?" Iceman asked.

"Warren, why?" he answered, confused.

"Needed to know what to put on the memorial," the mutant answered, holding his hands in front of him, almost as though in prayer. "I never wanted to do this. Not to a living person, but if you idiots keep this up, you're going to kill someone. One of my friends. And I'll kill you before I let that happen." Then with a flash, a Freeze Ball more than twice the size of the ones he'd used on vamps so far formed between his hands, the pure ice-blue energy dancing in a spherical form supported by nothing anyone could see.

"Wait a sec . . ." Warren was startled by hearing a superhero say he was going to kill him. "Wait a sec, wait! WAIT!" he shouted, nervous and then outright terrified when Iceman reeled back his arm to throw the lethal attack like a softball, and then it was thrown.

At the same moment, a streak of hot pink and sky blue energy tore through the area and the Freeze Ball actually ended up hitting the sky blue part of the energy, which then slowed down enough to reveal the boy that had dressed as Psi-Lord, using his powers to destroy what remained of the ice the Freeze Ball had encased him in, completely unharmed, which startled everyone, except maybe his opponent, who was none other than Willow.

"Get out of his body Gamesmaster!" Willow shouted, as angry as Xander had ever seen her. More actually, when he thought about it.

"/_No_," came the dual-voice reply.

Willow's face contorted into a mask of rage no one had ever seen on the elfin face before, then the redhead growled, her pink aura flashing and sparking dangerously before she dive-bombed the other psychic, leading the charge with a psychokinetic assault that could obliterate a reinforced armored tank on power alone. They disappeared over another hill of junk as another comet of pink and blue energy.

"Wh-w-what was that?" Warren stuttered, thoroughly shaken by the encounter, as well as the threat on his life that he'd barely escaped thanks to a lucky break.

"Well, I might be guessing, but I think that was Willow fighting the Gamesmaster," Iceman answered, jumping down off the junk pile he'd been standing on.

"That was not the Gamesmaster," Tucker protested.

"Yeah," Andrew agreed, "It wasn't even the guy over there that dressed as him for Halloween and has his powers now too."

"Looks like he took over that other psychic's body somehow," Nemesis calmly pointed out.

"That should be impossible!" Warren exclaimed.

"Didn't look too impossible to me," Iceman countered.

"You guys do realize that it's that Gamesmaster that set this all up, right?" Nemesis added.

"He was the one that brought us together," Tucker began.

"You guys know what the Gamesmaster's power was, right?" Iceman interrupted.

"He was an omnipath," Andrew immediately answered. "He was a minor X-Man villain that could control . . . the . . . minds . . . of other . . . people . . ."

"And use them as minions," Xander finished for the younger boy.

Tucker's eyes went wide, as did Warren's with shock, but Andrew was already in shock over the revelation.

"NOBODY /_CONTROLS_/ ME!" Tucker screamed, his hands sparking a bit, but nothing on the level it was when he was shooting Force Lightning at Iceman.

"He would dare command Doom," Warren's voice changed pitch slightly and added a European accent, but that was all he did for the moment.

"Did you want to fight us before you met him?" Black Widow asked.

Tucker scowled, looking back and forth between his "enemies" and Gamesmaster who was visible a short distance away. "Y-you . . . you're trying to confuse me, confuse us!" he protested.

"You sure it is us that is trying to confuse you comrade?" Silver Sable retorted.

"/_Nobody_/ can control me," Tucker insisted.

"Prove it," Iceman countered.

The Sith Lord hissed in anger, scowling at everyone around him before finally stilling his features and turning sharply on his heel. "C'mon Andrew. We're going home."

"O-o-okay," he stuttered, quickly scampering after his older brother.

"Uh, hey guys, wait up!" Warren squealed and quickly began lumbering after them as quickly as the armor would allow him.

"Well . . . that was easier than I expected," Iceman commented.

An explosion announced the arrival of Buffy and the kid with Superman's powers, both looking a bit ragged and worn. Half a second later, Prime crashed into a crater of his own making, followed by Captain Marvel following up his attacks. Before the red and gold clad superhero could do as much though, he was knocked off track by the return of the blue and pink energy comet that was Psi-Lord and Willow, who both crashed into separate mounds of junk after blasting each other with another round of psionic attacks.

Another series of explosions, starting at one end of the junkyard and ending a few meters from the gathering group, went off, resulting in the appearance of Iczelion facing off against the Kree warrior Captain MarVell, or rather the boy that had dressed up as him. Sydney was breathing a little hard, but did not appear to be injured at all, whereas the boy, who was actually human-looking instead of blue-skinned, just with the same red and blue costume and then of course the Nega-bands, had a few cuts and several bruises already forming. He, however, seemed to be in better shape as far as energy though, and it was also obvious that he was the one that had just triggered that latest round of explosions.

Suddenly, almost out of nowhere, a body dropped from space, startling everyone, even the mind controlled, enough to stop everything. After a moment, they all realized that the body was Harmony, heavily injured with several broken bones and her face nothing but one big bruise and her breathing ragged even while she was unconscious. She was still alive they all noticed, but given her opponent, none of them had expected her to be anything but.

Slowly, like the drawing of a curtain on a play that was about to end, Cordelia Chase floated down from the sky, landing softly on the side where her friends were gathering, while the others automatically gathered on the other side of the imaginary line in the sand.

Buffy, given a brief respite from her opponent, stepped to the lead, watching out of the corner of her eye as Iceman helped Willow out of her pile of junk, and the Cordettes helped Prime out of his crater. Everyone else gathered behind her, for some reason automatically deferring to her as leader in this circumstance. Not that she wanted to be the Leader or anything, she just wanted to figure out what this fighting was about, stop it, and then MAYBE sit down and have the difficult conversation of what to do with a town full of super-powered and supernatural people.

Things were so much simpler when it was just demons and vampires, she realized.

"You seem to have lost a couple of players Gameboy," she snapped. "I think we win."

"/_Think again Slayer,_/" came a couple of voices. One came from the Gamemaster's actual body, the other from the possessed Psi-Lord. "/_This game isn't over by a long shot. Besides, things are just getting interesting. I plan to play this game to its conclusion, and beyond if I can._/"

"Let go of him Gamesmaster," Willow tiredly ordered, being supported by Iceman, came up beside Buffy. "You can't keep him prisoner forever. And I won't let you pervert his body anymore."

"/_Oh, but thanks to you knocking him unconscious, I can stay a while yet. And your own mental defenses are beginning to wane. It won't be long before I have a whole new cadre of warriors and pawns to play new games with. I don't have to win, don't you see, I just have to wear you down until I can control each of you and catch you like so many pieces._/"

"Like hell," Buffy hissed.

"I'm still fresh, I can take them," Cordelia confided.

"But not all of them," Iceman countered.

"We're in trouble, aren't we?" Prime asked tiredly, all of them watching as the remainder of the Gamesmaster's "pieces" converged on them.

Buffy, given a brief respite from her opponent, stepped to the lead, watching out of the corner of her eye as Iceman helped Willow out of her pile of junk, and the Cordettes helped Prime out of his crater. Everyone else gathered behind her, for some reason automatically deferring to her as leader in this circumstance. Not that she wanted to be the Leader or anything, she just wanted to figure out what this fighting was about, stop it, and then MAYBE sit down and have the difficult conversation of what to do with a town full of super-powered and supernatural people.

Things were so much simpler when it was just demons and vampires, she realized.

"You seem to have lost a couple of players Gameboy," she snapped. "I think we win."

"/_Think again Slayer,_/" came a couple of voices. One came from the Gamemaster's actual body, the other from the possessed Psi-Lord. "/_This game isn't over by a long shot. Besides, things are just getting interesting. I plan to play this game to its conclusion, and beyond if I can._/"

"Let go of him Gamesmaster," Willow tiredly ordered, being supported by Iceman, came up beside Buffy. "You can't keep him prisoner forever. And I won't let you pervert his body anymore."

"/_Oh, but thanks to you knocking him unconscious, I can stay a while yet. And your own mental defenses are beginning to wane. It won't be long before I have a whole new cadre of warriors and pawns to play new games with. I don't have to win, don't you see, I just have to wear you down until I can control each of you and catch you like so many pieces._/"

"Like hell," Buffy hissed.

"I'm still fresh, I can take them," Cordelia confidently replied.

"But not all of them," Iceman countered.

"We're in trouble, aren't we?" Prime asked tiredly, all of them watching as the remainder of the Gamesmaster's "pieces" converged on them.

"Not yet," Buffy answered. Taking another step forward she held her arms out, her hands formed into the shape of a capital T, and shouted as loud as her Slayer empowered lungs could, "TIME OUT!"

And surprisingly, every one of the Gamesmaster's forces froze where they stood, metaphorically speaking.

"Whoa," several commented while Xander whispered to Buffy, "How'd you know that would work?"

"I didn't," she confided, drawing several shocked reactions.

"So now what?" Willow demanded.

"Now . . . we improvise," the mutant Slayer shrugged.

"You can only call a timeout to . . ." the Gamesmaster started to say, but Buffy interrupted him, first by getting his attention with an optic blast to the space a few scant inches from his feet.

"We didn't agree to any of the rules, and you neglected to inform us of any, so if you want us to keep playing this game, give us a few minutes to talk why don't you!" she shouted. Seeing that she had him off balance, she continued in that vain and gestured to the others to follow her back to the shack, which had temporarily become their headquarters in this unexpected battle.

"Much as I believe we /_can_/ win," she said once they were close enough, a few, but not all, of the others inside of the shack coming out to hear the pow-wow, "I don't want to risk casualties. We need to break Gamesmaster's control of the others, because while those others probably were only mildly coerced or bribed into going along with this, the ones like Robert and Fred out there /_are_/ being directly manipulated by this guy. And he's serious about that to-the-death shit. We need a plan, and a good one."

"I've got a couple of my people working on a possibility, but it's no guarantee. More like a Plan F if everything else fails," Jake explained.

"I can take Marvel, I know I can!" Prime insisted.

"No offense Kev," Iceman input, "but he was kicking your butt into next week. But he's got a point Buff. I doubt even you and Rogue, uh, I mean Cordy, working together could take on Captain Marvel."

"I can handle Robert. Despite still being a kid, he really does have ALL of Superman's powers, including being damn near invincible. I can hold him off until somebody breaks the control, but that's what we need to be concentrating on," Buffy insisted.

"Knocking him out or forcing him into unconsciousness might work," Willow added. "But he's also got Fred, Psi-Lord. We'd have to take them both out at the same time, only the opposite for Fred. I have to wake him up somehow."

"Can you do that while fighting him?" Buffy asked, concerned.

Reluctantly, the redhead shook her head no. "I'm not that good yet. But I'll . . ."

"No," Cordy interrupted, surprising quite a few people. "I'll take on Psi-Lord. Look at you Willow, you're barely standing on you own! Besides... I owe you one, and I don't like owing Losers anything."

A few smiled to see that Cordelia hadn't /_completely_/ changed.

"She's right, you're out of the fight Wills," Buffy insisted.

"But..." the telepath protested.

"You'll do more good if you help Cassie with protecting the rest of us from Gamesmaster's influence or power or whatever. She's stretching herself to the limit as it is," Jake informed.

"But..." she tried again.

"We will also join the fight," Aura stepped forward.

"But..."

"Prime can always take over guard duty, since he's not exactly doing a bang-up job out there as it is," Cindy suggested. "Besides, I'm getting bored listening to all their arguing."

"What about you Sydney, how're you holding up?" Buffy asked.

"I'm OK, really," the Iczelion answered. She still seemed to be a little worn to the others though.

"All right, but let us know the second you can't keep up and we'll pull back. Don't be afraid to ask for help if you need it."

"I'll be /_fine_!" she hissed, though she seemed to be saying it to somebody other than Buffy.

"But Buffy," Willow tried.

"No! Wills, you're benched for this. You'll do us better good with Jake's people and protecting them. The rest of us can handle the Gamesmaster's goons. Trust me on this," Buffy assured her friend.

"O-OK," the redhead stuttered, then took a deep sigh before going to stand behind the group that would be going back into the shack.

"Buffy, I . . ." Giles began.

"Don't worry Giles, I've got this covered. And we're going to avoid death as much as we possibly can. Both among our ranks, and theirs," the Slayer assured him.

"Easier said than done," Nemesis pointed out, referring to their own ranks chances against those that remained.

"Wills, get in there," Buffy pointed and ordered with a hard glare as the redhead tried to protest once more.

"Well, we cannot just go charging in there like a herd of elephants!" Black Widow, Erin, brought the subject back around to the attack strategy. "We need a plan."

"Right, of course," the Slayer instantly agreed.

Everyone stared at her for a full twenty seconds before she broke and blurted, "Anybody got one? Cause my ideas so far have been, stay alive, don't kill them, and get somebody smarter than me to figure out the 'how' to beat this guy."

They all grumbled, but Jake stepped forward, surprising most of them. "The strategy is keep them and the Gamesmaster as occupied and as far away from this building as possible at all times. Tactics however, I'll leave up to you Buffy. Already I've seen you do some amazing things and even call together some pretty impressive moves in the heat of battle. Things that most Star Fleet Captains take years of experience before they can come up with things half as good, let alone as effective. My advice, take the situation as it comes and react accordingly. And everybody else, unless you've got a better idea that WILL work, I suggest you follow Buffy's lead."

"So not what I meant," the blonde muttered under her breath as the others that would be taking to the field of battle looked at her again, this time with questioning and analyzing looks.

"All for one and one for all?" Iceman suddenly blurted, almost as though offering it as his own suggestion.

"This isn't the musketeers," Prime complained.

"All for . . ." Buffy suddenly repeated, her eyes glazing over in thought. Then, just as suddenly her eyes went wide and she let loose a curse that had her mother, Giles and Willow shouting her name, and everyone else looking at her in shock and confusion.

"That slimy little no good DWARF!" she suddenly shouted. "I am SO gonna pound him the next time he pops up!"

"Uh, Buff, what ya talkin' about?" Iceman tentatively asked.

"Never mind right now," she snapped, her eyes already lighting up with crimson optic energy. "Everyone that's going, ready or not, behind me, everybody that's not, Willow, back in the box! MOVE!"

"Oh yeah," she added right before letting loose an intense and surprisingly larger optic blast at the Gamesmaster's pawns, "Time In!"

Sunnydale High

Meanwhile, as most of the others were fighting for their lives, two of them that had been at the meeting earlier were only just leaving the High School. Pete and Debbie hadn't actually planned on joining the others after school, but as the day wore on, Pete began to change his mind about that, and about one other thing.

"Debbie, it's just a simple question!" he shouted after her as she stormed through the halls towards the exit.

"How can you ask me that! Don't you trust me?" she screeched irrationally.

"Yes!" he jogged to get ahead of her and stopped her just before she would have gone through the double-doors to outside. "/_I_/ do trust you. But the others . . ."

"What about them Pete? We don't care about them. We don't need them. Don't you see? I can . . ." she said.

"That's my point!" he interrupted. "You dressed as EviLynn from He-Man! Not some random book character! She . . . it . . . the powers might be corrupting you. And I don't want that for you! I love the sweet girl I fell in love with last summer. I don't care if you have power now or not, that's not important to me. Only you are!"

Debbie's hard gaze faltered a bit, a bit of emotion filling her eyes, before she crumpled and fell into her boyfriend's arms. "Oh Pete," she whispered.

"I'm worried, that's all," he whispered back, embracing her.

"Don't be. I have control. EviLynn disappeared when the spell ended. I promise. And I promise that I won't let the powers corrupt me. I won't even use them if it'll make you feel any better."

"It would make me feel a lot better," he admitted. "But I still think that the others can help. And I mean the both of us," he quickly added as she backed away from him. "You managed to tame the Hulk a few times already, and thanks to your spell, I have control so long as I don't lose my temper too much, but it could get to the point where it won't be enough. And I don't want to hurt you. Intentionally or by accident."

"Pete, we don't need them, I can . . ." she stopped when he turned and walked out the doors. "I can control the Hulk, he won't ever hurt me!" she continued following him.

"Besides, what good would they be? Not even that kid that says he can turn into Prime can match your strength if you don't want to be stopped," she argued.

"Those other kids, they went to the future, they can . . ." he argued back, they were to the football field by now.

"They can what?" she snapped. "Put you in a force field? Find a cure? Hah! Don't make me laugh!"

"Don't knock Star Fleet technology," he grated, his temper flaring for a moment.

"You don't have to bother with them anymore anyway," she said, crossing her arms as they stopped at the fifty-yard line. "From what I hear they'll all be another 'mysterious disappearance' statistic by tomorrow."

Pete's slight anger vanished in the wave of fear that swept through him as he stared in shock at his girlfriend.

"Debbie, what did you do?" he asked, worried.

"I didn't do anything, it's what I heard," she explained. "Harmony was bragging about finally 'Taking Cordelia down a peg' after school with a bunch of new friends. I was curious, so I peeked in her mind with my telepathy, and saw that she meant she was going to kill Cordelia and anyone with her and she had a bunch of really strong and powerful minions with her, others that had been changed too."

His fear mounting, he grabbed Debbie by the shoulders and began shouting, "Where! Where are they! Debbie, if you're right then somebody could die! Not even EviLynn killed anybody! We can't let that happen!"

"Why do you care?" she shrieked, squirming out of his grip.

His temper flared, and then it wasn't just a little anger, but a full-blown rage, powered further by his mounting fear for his friends. And they were his friends.

"Scott's with them," he grated as his eyes began to glow gamma-green.

Debbie's eyes went wide with shock. Scott had been her friend first, Pete only knew him through her. She and Scott had practically grown up together. Images of Harmony or those others she'd seen in her mind standing over Scott's corpse with Amy or the others around her. And then the children... Pete was right, not even EviLynn had killed any human. But she despised violence, of any kind, done against innocent children. That much she could clearly remember.

"They're at the old junkyard on the north side of town," she whispered as Pete passed the point of no return and his body began to morph and mutate into a form far larger than her own. His shadow soon blocked the sun from her view, where before he'd been only a couple inches taller than her, he now towered over her as an adult to an infant.

As the tears over the terrifying images of losing one of her closest friends fell down her face, she watched as the bright green giant bounded away, jumping only twice before the distance he'd gone took him from her sight completely.

Battleground

Things were going good. Or at least somewhat better than before, Iceman thought as he stuck to Buffy's side, running the defense while she ran the offense.

She was firing optic blasts at the targets as they ran, ducked and dodged, while whenever one of the super-dudes ever came close he either blasted them with a freeze beam or set up an Ice Wall giving them the precious seconds needed to avoid the attack, whatever it was.

It wasn't perfect, heck it was hardly making a dent in the opposition, but it was still better than before when the one-on-one matches ended up in either even, or favoring the Gamesmaster's guys now that Harmony and the other "easy" ones were out of the fight.

He and Buffy were the roving attack team, going between all the other battles that seemed to be ratio'd at two-to-one. And despite the fact that the odds were in /_their_/ favor, they were still barely holding on.

Cordelia hung with Prime and was double-teaming Captain Marvel with the Ultra, although he sometimes wondered if the two might be distracted, or distracting each other considering the other was the specimen of cosmetic perfection for their respective genders.

He /_really_/ needed to stop channeling Willow so much.

' Hey! I heard that! ' came the telepathic message from his bestest friend.

'/_Well then, concentrate on keeping the Gamesmaster out of our heads INSTEAD!_/' he roared back at her silently, distracted as he and Buffy ran from the super kid's heat vision.

Sydney, or Iczelion, had switched over from the MarVell guy, to Psi-Lord, or rather Gamesmaster controlling Psi-Lord's body, and she'd teamed up with Brittany, aka Nemesis, who seemed to have her own skills in keeping the omnipath from affecting her mind and further limiting the effects of Psi-Lord's powers, save for his telekinetic ones that is. While they certainly weren't making much headway on points or hits, they're combined attack-and-run-(or teleport in Iczelion's case) did the job of further frustrating the Gamesmaster and his pawns.

So that left the four remaining Cordettes, all gun-totting vixens, two with unnatural hair and supernatural figures, to deal with Robert Clarkson and Timothy Smith, aka Superman and Captain MarVell, (even though their ages were 10 and 15 respectively). All in all, not the best of match-ups considering.

So most of the time Buffy and Iceman spent running around, was in occupying the Superman kid and Tim Smith, often ending in a stalemate until the Cordettes distracted the two titans of power, not that they could do much more than distract, and starting it all over again. Very quickly it went from a battle of who was better to who would last longer.

"They're not doing so well," Mark commented from his observation point at the window of the shack everyone else was holed up in.

Willow grumbled at him, but didn't comment otherwise, focusing on whatever it was she was focusing on that kept the Gamesmaster out of their and their friends' heads. Cassie was next to her, holding the High Schooler's hand as she added what power she could to the same task.

"Marco?" Jake asked expectantly.

"Have patience Cap. Brilliance takes time," the young Hispanic boy confidently reported.

"We're running low on time!" one of the other kids, one of Mark's friends, shouted.

"Yeah, well . . ." he said, focusing back on the device that he, Tobias, and Ax were all working desperately on. "Hey, anybody got a couple hundred copper bobby pins?"

Joyce waved her hand, not taking her eyes off of the battle scene outside and suddenly it was raining copper bobby pins on Marco and his friends.

"Uh, thanks," he said as it trickled to a stop, only a few more landing on his head.

"Hey, you could have asked for copper wire instead," Tobias pointed out, picking up a handful of the pins and adding them to the device.

"Don't go logic on me green-boy," Marco snapped, going straight back to the project.

"I'm just saying . . ."

"How much longer?" Jake demanded after seeing Iceman and the girl Buffy narrowly dodge a combined blast from the MarVell kid and the Superman kid.

"Tough to say," Marco answered honestly, manhandling the device. "Psychic-suppression technology is hardly my forte. 15, maybe 20 minutes. Half an hour on the outside. Now would be a good time to start working out a really big distraction, because even after we finish this and if, really big IF by the way, IF this works, it's going to take about five minutes before it takes full effect and you better believe that Mr. GM out there is going to notice it and is going to turn all his attention to stopping us from stopping him. So, uh, start brainstorming on that now if you please Fearless Leader."

"Why do you let him call you that?" Rachel asked, from her position beside her cousin.

"Probably because he's called me that since we were 10, and I can't get him to stop," Jake answered with a shrug, internally though already working on a number of scenarios and strategies for a 'Big Distraction'.

"Would you guys hurry up already! They're getting killed out there!" Scott Hope screamed suddenly after seeing Iczelion take a nasty hit.

Jake stepped back up to the window and stared intently at the battleground, his eyes glazed over in thought. Seemingly coming to a decision, he turned to Cassie and Willow, and asked point blank, "Which one of you can spare the energy to set up a telepathic link between me and everybody out there, the Gamesmaster and pawns not included?"

"Not a full link, but I can make it so that everybody can hear you," Willow answered. "Mostly all I'm doing right now is supporting Cassie and providing the raw power to the defenses she's got going. She's actually very skilled in defensive mental barriers, despite not having much power. I can probably learn a lot from her and . . ."

"Willow," Giles interrupted, having learned a long time ago the warning signs of a Willow-babble.

"Oh right," she sheepishly blushed and answered, "Uh, me. I can do it," she simply told Jake.

He just nodded at her and the redhead fell back into the tense silence of concentration before, after several long moments, she nodded back at the young leader and he went to the window, focusing his thoughts on the link Willow had established for him.

A moment later, they were all hearing Jake speak to them in their heads, and thankfully his first words to them kept them from giving the secret away to the Gamesmaster.

' Everybody, this is Jake, don't be alarmed, Willow is providing me the link to speak to you, but she can't make it two-way, so just listen for a moment. Don't get distracted and don't bother trying to talk back to me. Things are starting to get tense and the Gamesmaster, seeing all of you start to tire, has gotten a bit overconfident. Buffy, lets see if we can't fix that. '

Buffy smiled at the telepathic prompting and turned right around from where she had been going, and ran towards the Gamesmaster himself, Xander right on her heels. Before the shocked look could fully form on the man's face, Buffy's built-up optic blast was unleashed and exploded the ground at the man's feet. Intentionally of course, she didn't want to hurt him, and while the young boy with Superman's powers could easily handle such a blast without even flinching, she was equally sure that this man /_couldn't_/.

"Just curious, what happens to the rest of them when you're knocked out Gamesmaster?" she shouted over the commotion, noticing that practically all of the other 'pawns' went to stand between the Gamesmaster and all of the others, but the GM-possessed Psi-Lord went directly for Buffy herself.

Of course this distraction was exactly what the others needed to put some good hurting on their opponents. And Psi-Lord never quite made it to Buffy with both Cordy and Iczelion knocking him down to the ground.

"Y-y-you c-can't d-do-do this!" the Gamesmaster stuttered, backing away in fear, Robert Clarkson and Tim Smith, both with extremely blank and emotionless faces, came floating down right behind their "master", the Cordettes unable to contain the two for long.

"Why not?" Iceman casually asked, forming a Freeze Ball between his hands.

"I-I, I forbid it!" he hissed.

A groaning sound from the downed Psi-Lord drew most everyone's attention. "What . . . happened . . . ?" Fred Smith asked. Apparently, Gamesmaster's growing fear had interfered in whatever remaining control he had over the powerful psychic, and the double-hit Cordy and Iczelion hand landed him seemed to have been enough to wake Fred back up.

' Fred! ' Willow psi-shouted, ' Quick! Put up your mental shields! As quick and as powerful as you can! NOW! '

Having grown used to hearing voices in his head, and identifying this particular voice as another telepath, Fred decided to heed the advice, and quite literally in the nick of time put up his mental shields, blocking all telepathic, psionic, and alien-mental activity from affecting him in any way.

"What happened?" Fred asked again, getting to his feet and looking around. He felt like he'd just gotten beaten black and blue, unfortunately not a new feeling to him, given he was somewhat of a geek in school, and bullies were notorious.

"It's a long story," Cordy answered as she hovered down next to him, Prime, Iczelion and Nemesis coming to join them.

"Sydney," Nemesis ordered, "Go back up Buffy and Iceman. Prime, Cordy, take Psi-Lord here to the others. We can't afford Gamesmaster getting him again, and he's too hurt and we don't have time to explain everything to him anyway. GO!"

' Do it ' Jake's voice came over the telepathic broadcast. ' We'll take care of him, and he can add, maybe a little power to shielding everybody else. The sooner you do, the sooner you can get back out there. ' Jake added when it looked like they were about to argue. Instead, working together, the Rogue-mutant and Ultra gently picked the weakened psionic-warrior up and flew him as quickly and safely as possible to the shack.

"No, no, no, no no no no no NO!" the Gamesmaster seemed to be driving himself into a full-blown panic, seeing Psi-Lord being taken away, no longer under his control. He couldn't lose the game, his very sanity depended upon it.

Reaching out, something that took little to no effort since quite literally, for him, every mind on the planet, human or otherwise, was not only in reach but already in his grasp. A moment later, altering the base thoughts so simply it was laughable, the ground started to shake as the army of demons the Gamesmaster had just collected into his pawns struggled to make their way to the surface. There was a reason this lot was abandoned. It was just nobody knew that the reason was a clan of Fyarl demons living just beneath it in the caverns/sewers below.

After the first demon exploded from the ground, the teenagers all stared in open shock before Buffy gathered enough wits to say aloud, "Now that has /_got_/ to be cheating."

"Did you know he could do that! I didn't know he could do that!" one of Mark's friends, Russ shouted hysterically at Jake.

"MARCO!" Jake shouted back.

"Jake just yelled at you Marco," Rachel seethed, providing further encouragement for the Star Fleet genius.

"I'm working on it," he hissed back, now working on the device alone, Tobias and Ax just handing him what he needed.

"Oh dear," Giles muttered as Rogue and Prime finished bringing Psi-Lord in and then flying back out as fast as they could. "I'm afraid the device won't be enough anymore. Those are Fyarl demons. Even if we break the Gamesmaster's control, they'll still be there, and Fyarls are known for . . . well, violence would be the nice way of putting it."

"Joyce . . ." Jake began to ask.

"Between Amy and myself, we can send them to the middle of the sun," the sorceress/witch answered with conviction.

"Until then, they're providing us with a good distraction," Jenny pointed out. "Hopefully that means that the Gamesmaster can't even begin to get past Cassie and Willow's . . . uh, mental . . . blocks, or whatever they are."

"Doesn't mean he hasn't stopped trying," Willow announced with a strained voice.

"Uh, Buff," Iceman asked as they back up against the other fighters, including the rejoined Cordy and Prime, "what's the plan? I mean, you gotta plan, right?"

Blasting away another of the demons, only to have two more take its place, the Slayer didn't immediately answer, but shot down another three demons, making sure they wouldn't be getting up too soon, before finally saying, "How does pray for a miracle sound?"

Suddenly, there was the sound of distant thunder, and then again but closer. When it came again the ground actually shook and it was recognizable not as thunder but as a heavy impact against the ground. After the next one, which shook the ground so bad that even one of the Fyarls was knocked to the ground, everyone stopped and looked around in wonder and fear.

"Sounds good to me," Iceman belatedly replied to Buffy's question.

Half an instant later a green mountain landed in the middle of the bulk of the Fyarl demon army. One that stood up and started swinging fists the size of the bulky demons' chests, and roaring with inhuman rage.

"Well," Buffy impotently remarked as the remaining fighters just stood and watched as the Fyarls started to swarm their attacker, "better late than never, I gotta admit."

"So . . . uh, should we, y'know . . . help? Or something?" Iczelion asked after several more moments. Just then though, one demon went flying by their heads and crashed with a rather wet splat against one of the towers of rusted cars, and then another past them on the ground, a trench being dug as it was actually thrown through the dirt.

"I think he's got it pretty much covered," Buffy answered as she idly watched the demons go flying all around.

"So . . . uh, what happens if the Gamesmaster tries to take control of him?" Prime asked.

"I think our problem is more what happens if we make him angry at /_us_," Cordy answered.

"For right now, let's get back to the shack, rest up for as long as we can. He'll be busy for a while," Buffy suggested, leading the way.

As the teens walked away from the battleground, the /_Incredible Hulk_/ continued to lay waste to everything that came in his path.

"OK, that was an incredible amount of luck out there, but it's not going to last," Jake announced once everyone was gathered in the shack, Marco still working on his "miracle device" off in the corner.

"Any ideas?" Buffy asked, "Cause I'm all out of them. Wonder if Debbie's out there somewhere? She said she was some kind of shapeshifter, right?"

"That's what she said," Willow answered with a distracted tone.

"Why can't we just kill the bastard?" Cindy demanded, they all knew she was talking about Gamesmaster.

"We don't kill innocents," Buffy snapped with a hard glare, silencing the girl-assassin.

"What about knocking him out instead?" Mark asked.

"We can't get close enough. I tried to KO him with an optic blast, but after that first try at scaring him, I couldn't get close enough to try it again, not to mention all the demons popping up like daisies," Buffy answered.

"Willow?" Jake asked.

"Make up your mind," she muttered with a bit of a strain, which was shared by Cassie and Fred was beside them but might as well have been asleep himself, "Do you want us keeping Gamesmaster out of all of our heads or do you want me to /_try_/ and hit him with some knock-out psi-bolts?"

"Willow," Buffy exclaimed, suddenly angry, "stays in here, out of direct danger! So unless you'd be willing to go out there yourself with just your friends Mister Star Fleet Captain, don't even think about asking anybody else to go out there like that!"

"Whoa, chill Buff," Xander was immediately beside the angry Slayer trying to calm her down, "he was just asking Willow if she /_could/_ do it, not ordering her to do it or anything like that, OK?"

Buffy glared for a few more seconds before finally slumping down, and answering, "Yeah, OK. I-I'm sorry. I'm not sure what got into me."

"It's a high-stress situation, we're all feeling the strain, to one degree or another," Jake diplomatically responded. "We need options people. Letting the Hulk take the bulk of everything out there is at best a short term band-aid, not a solution."

"We need a strike force, a group of heavy-hitters that aren't going to and won't stop for anything until the Gamesmaster is ours," one of Mark's friends, Jaimie was his name, suggested.

"Any thoughts on who would be in this strike team?" Jake turned it around. He, and everyone else, was surprised when Mark and his friends all looked at each other and then nodded as one.

"We . . . might have a way," Russ finally answered, pulling out a pair of solid black sunglasses, Jaimie copying his movements exactly. When they both put them on, instead of wild or insane grins like some actually expected, their expressions were stony cold, almost expressionless you might say.

"It's scary when they do that," Robin whispered to her boyfriend, hugging the half-vampire close.

"All right," Jake asked, "What've you got?"

"Who did they dress as again?" Buffy asked Mark as she stood next to Sydney and Cordy.

"The original Blues Brothers," he answered nervously looking as his friends enacted their "plan". "The only things they even bought from Ethan's was the hats and the sunglasses, they already had the suits. Apparently it was enough though."

"I never watched the movie," Sydney admitted, "What're the original Blues Brothers like?"

"You don't want to know," Mark instantly replied.

"But you're about to find out," Cordy commented. "It's time," she said as the boys took off.

The plan was straightforward and as simple as it was completely insane. The boys would hotwire and then drive one of the few vehicles in the lot that still could drive at all, driving it at full speed into the mass of demons, making a big enough distraction to allow the mutant Slayer, Iczelion and Rogue-mutant strike force to barrel through what remained and KO the Gamesmaster to end this as quickly as possible. Then it was just a matter of cleaning up the demons, something all of them were confident they could handle quite easily.

Now they just needed it to work.

The roar of an engine and a flash of rusted metal, and the next thing, the boys had barreled straight through the largest chunk of the demons, quite effectively scattering them. Buffy blasted three demons in the next second, leading the charge straight for the Gamesmaster.

As expected, the few remaining pawns, which weren't demons, that the Gamesmaster still controlled immediately retaliated, targeting the trio with everything they had, from heat vision to nega-blasts, to full body assaults. Cordy punched Captain Marvel away the second he came close enough, Iczelion maintained a shield around all three of them that kept the energy blasts away, and Buffy, getting more pissed off by the second, gathered as much 'energy' to her eyes as she possibly could before letting loose with everything she had to knock them even further way than Cordy could knock them. As a result, the optic blasts were significantly bigger than her usual blasts so far, and there seemed to be a core of pink/white energy at the center instead of just through and through red energy as it usually was.

Seeing that he was rapidly losing ground and was in real danger of being attacked directly himself, the Gamesmaster tried one last gambit and sent one of his demon minions on a hasty and desperate mission.

Even while the boys' distraction had scattered the demons and made things even more confusing, the strike team still had to go through a heavy mass of the demons, even as the largest group was still amassing on the Hulk. It seemed more like any demons they did come across they came across by accident as the demon had been running around confused and when it saw them immediately attacked just because.

It was the very reason why Jake had decided that the strike team be made up of these three only, instead of just sending out the strongest or the most powerful or the most skilled, but the three with the precise combination of speed, defense, and the proper range of offense, both close and long range.

Buffy, by far, was the fastest of everyone there, due to her status as the Slayer, not that Jake knew that at first, but she was also the only one with an effective long-range offensive ability, which was the primary reason he chose her.

Cordy was a close-range brawler and while Prime certainly could match her in strength, she had a great deal more control in her strength, whereas Prime could just as easily punch one of the others by accident if they got too close. She could also fly and that made up for any speed disadvantage she might have compared to the Slayer. She played basically both offense and defense for the team, capable of rebuffing any enemies that came close enough to directly attack the team.

Sydney, however, as Iczelion was entirely defense, while she could shoot laser bolts and was just effective in long and close range as the mutant Slayer was, she knew the only reason she was on this strike team was because she could generate a powerful personal shield, which she could then extend around the entire team. So while Buffy and Cordy were plowing left and right, up and down, sideways to way sides anything that they came across, Sydney was focusing all of her concentration on the shield, trusting Iczel to stay with the others, since she too could fly.

Pete Krenzler, in the mean time, was struggling with all his might to not lose his temper. In fact he was fighting as hard as he could to calm himself down because he knew that if he got any angrier than he was at the moment, he would very quickly become the most dangerous thing on this battleground and /_he_/ might become the one that hurt Scott and Amy and their friends instead of protecting them from these things that had been attacking them.

These annoying little/_puny_/ . . . /_ugly_/ . . . /_LITTLE_/ insects . . . !

The Hulk stopped moving for a second, shook his head and then glared angrily at the Fyarl demons, and began beating them senseless once more, picking one of them up and throwing it around like a club to destroy the ones still attacking him. Puny demons.

It took more time to get to the mastermind than they would have liked, but finally the strike team stood before the Gamesmaster, the demons and even his three remaining pawns behind them and too far away to stop them from knocking him out and ending this game. Buffy really didn't see the point in taunting him about it or making any kind of speeches about how much he'd messed with their lives and stuff. So she stalked forward, intent on giving him a solid punch across the head, and maybe pound it against some really hard surfaces for a couple of minutes, however long it took to take.

"Ah ah ah!" the Gamesmaster chided with a waving finger, like someone scolding a pet, "Hold it right there Slayer. Don't take another step, or I might just not be responsible for what happens to this one," he gestured and another demon popped out of the ground just behind him. In it's grasp was Willow.

Buffy's eyes went wide in shock, freezing to the spot as an unknown fear and familiar terror shot through her entire body. The duality of her own memories and Cyclops were never so indistinct as both sides raged at Willow being held captive. Her heart almost shattered at the sight of her best friend/wife/_whatever_/ she was to her at the moment, so helpless and in danger.

Behind her, she heard Sydney gasp with the same shock she'd felt and heard Cordy curse in several languages. She only identified French and English though.

"You wouldn't believe just how difficult it is to keep just this one demon from killing her outright," the Gamesmaster taunted with a truly sick and disturbed look on his face. "If you, by all means, wish to 'knock me out', please go right ahead and do so. But then what's to stop this demon from snapping her neck outright afterwards?"

"I'm sorry Buffy," Willow pitifully moaned. She was fully conscious, but quite obviously she was still expending a great deal of concentration on the mental shielding covering everyone. It kept her from freeing herself with her telekinesis from the demon's inhuman grip.

Buffy shook her head, it'd happened again. The . . . insight into Willow's mind, as though they were linked somehow. Buffy still couldn't explain it and now really wasn't the time to try and bother. Right now she just had to get Willow out of danger, no matter what.

"Let. Her. Go," the Slayer spoke slowly, giving Gamesmaster /_exactly_/ one warning and one warning only. "Now."

"No, I don't--" he started to say, but trailed off when the mutant Slayer's eyes shifted to red and began to flash with building up optic energy.

Glaring right at the demon, the look Buffy gave it seemed to break through whatever amount of control Gamesmaster still had over it as it faltered, its grip on Willow loosening as it fearfully gargled in it's own unintelligible language "/_S-s-s-Slayer!_/"

"You've had your chance," she said quietly, barely audible over the mounting noise and commotion of the ongoing battle and her building energy.

Chaos never does what one /_expects_/ it to do. That's why it's chaos. The slimmest 1 chance of something happening, happening. Sometimes exactly when you expect it to happen, sometimes at the least expected moment, and sometimes when something should happen, it doesn't. Chaos.

Ethan Rayne expected to play a prank, a trick, on the Night of Trick-or-Treating, to make the people of Sunnydale appreciate on a whole new level the lesson of "be careful what you wish for...". Maybe on some level he even expected to get rewarded by some self-proclaimed 'chaos god' along the way too.

Rayne expected to magically turn the people /_into_/ their costumes for one night. How was he to expect, calculate or otherwise guess at all the random '/_chaotic_/' circumstances to happen that night. Circumstances that on their own might have attributed to singular changes, one or two or a small group of people having some remainder of the costumed abilities they'd had that night. Yet combine them all together, and nobody could have expected the result. The result of everyone in Sunnydale being permanently altered by the change.

Unfortunately, for some more than others, those changes went a lot further than what they woke up with the morning after Halloween. The Slayer is an enigma to most, a living contradiction on multiple levels. The perfect soldier merged with the wildest spirit imaginable, on top of being often very young and emotionally unstable girls. Combine that with mutant DNA and the X-gene . . . and though Buffy was no longer THE Slayer, the mystical changes affecting her body remained creating the combination of a gene that enhances and creates mutation within the human body, and a near-magical status that enhances all aspects of that same body to it's maximum potential.

In a way it creates an ever increasing loop of the mutant gene mutating the Slayer powers and then the Slayer powers enhancing the mutant changes. And, as facts set up by the X-Men comics and Watcher chronicles state, mutant powers often trigger due to emotional stress and the Slayer's powers become infinitely more potent whenever she taps into her anger and rage. Both of which Buffy was feeling in spades at this moment in time.

Between Cyclops affinity for Jean, whom Willow dressed as, and his memories of all the times he "lost" her, and then the same for Buffy seeing Willow in danger, again, it was an emotional nightmare in her head and was made worse as her powers began to react to her emotional state. The loop began as the trauma of seeing Willow in danger triggered her still relatively 'new' mutant DNA, even though it had already given her Cyclops' mutant power, it began to affect the young woman anew, working with what it could, namely her Slayer powers; strength, speed, endurance, and instincts. Or more specifically, her muscles, endocrine system, and portions of her brain. And her skin.

While the Slayer is an incredible organism, it's not an endless energy reactor, merely drawing twice the amount of energy from half the amount of nutrition most humans eat, even though they consume twice the amount of food. Cyclops was a unique mutant, as all mutants tend to be unique in their own right, but him even more than others, despite being limited to Alpha class, thanks to his biology of absorbing solar energy through his skin to power his optic beams, very similar to the way a plant works with its chlorophyll. The big difference that Cyclops' skin only directed that energy towards his powers and only his powers, none of it to his life support.

The changes now being elicited in Buffy, including changing her skin, that the solar energy she absorbed went towards things beyond just the same optic blasts. For example providing the necessary energy to actually elicit all the changes going on in her body right at that moment. And then on top of these new mutations, her Slayer powers turned right around and started to enhance each the moment they came into existence to 'Slayer-levels', even though in terms of strength she already was at 'Slayer' levels, boosting them even further.

But more importantly were the changes to portions of Buffy's brain, creating a direct connection between certain things and her newly acquired mutant powers, namely optic blasts. And so even while her eyes were flashing red and she was making her threat, all of these changes were happening almost in a flash inside of her body. So when her power spiked beyond the most powerful optic blast that Cyclops could ever have achieved, it could be blamed on her Slayer powers.

A deep rumble filled the ground as something seemed to change within the Slayer, the energy spewing from her optics becoming even more agitated than anyone had ever seen before. That seemed to be the final straw as the Fyarl demon, snapping free of the Gamesmaster's control at the same time, released Willow and began to run for it's life, knowing that it would die if it faced this strangely-powered Slayer in such a rage.

Knowing there was nothing she could do to calm her friend down, at the moment, Willow triggered her telekinesis and shot up into the sky, out of the mutant Slayer's line of sight, and out of the blast radius.

It happened in an instant, but it changed everything hereafter.

An optic blast that spread as wide and as far as the Slayer's vision actually went, but powerful enough that it could stop in its tracks a supersonic jet and probably even push it back a few inches too, even as it might be continuing to try and move forward. Against the mounds of sitting cars and junk and even the solid ground, beneath which the Fyarl's had carved their cavern homes, it broke apart and completely decimated everything in its path.

The ground began to actually break apart, crimson energy shooting through the cracks before blasting it away in a wave of pure optic force. And whatever else was in the path of the superhuman blast of energy was blown away, quite literally, at near-supersonic speeds on their own.

The aftermath however was a bit worst than the actual explosion of power, (which was actually visible from space), as the lot began to collapse into the caves below, destroying what few Fyarl's remained, and those that were still fighting, most of them against the Hulk, scattered and fled as the Gamesmaster's control was broken as the man himself was driven unconscious, rocks and metal hitting him across the skull helping in attributing to the case.

After the demons had finished scattering though, there was still a lot of falling going on and the ground kept trembling for a few more minutes and a dust cloud rising that actually covered the sun for several long minutes before dissipating. Once everything had settled however, the scene showed Buffy, collapsed and unconscious, standing before a trench that went a quarter of a mile deep and actually went straight out for over ten miles, but thankfully the shack where everyone was still huddled, had been behind her and was mostly undamaged.

There was a heavy silence over the battleground for a long breathless moment, until it was broken by Marco who announced, "Cool! I finally got it to work!" holding up a small device about the size of a dinner plate and was showing a single blinking light.

"A little late," Rachel pointed out, picking herself and several of the others up off the floor.

"Well, he's gonna wake back up, isn't he?" the Star Fleet genius countered.

"Let's check on everybody out there," Jake ordered, leading the way out of the shack.

Several minutes later, everyone was gathered around Buffy, Willow carefully holding on to the mutant Slayer, trying to edge her into consciousness without any detrimental side effects using her telepathic powers. So far, to Willow's point of view, and with that Jean's experience with such things, she seemed to be in a mild coma, her mind withdrawn while her body heals itself from whatever trauma it sustained. Still, Willow kept hoping, and reaching for her friend, to help pull her out of the murky depths of her mind.

"Is she going to be OK?" Joyce asked Willow, on the other side of Buffy from the telepath.

"Yeah she just needs to rest for a bit," she answered with false certainty, "Everybody should check on the others, and Marco should make sure his device is working on the Gamesmaster."

Immediately several others went to look for those that had still been the Gamesmaster's pawns, hoping to find them all right, while another group of Cassie, Marco, Rachel, and Prime approached where the Gamesmaster had fallen, buried beneath some rubble, but otherwise alive. Quickly, with Prime's strength, they dug him out and with Marco and Cassie both making sure the psionic-suppressor was working, brought him back to the others. Meanwhile the other children, Captain Marvel have reverted back to the boy that he truly was, were brought back to the shack, thankfully any injuries they suffered were entirely minor and hardly even superficial.

As they brought everyone over, the demons had finished fleeing, and Hulk, or rather Pete slowly rumbled over, with each step he calmed more until his transformation began to reverse and he was Pete Krenzler once more. Pete Krenzler in nothing but his torn jeans and underwear, but still.

"Damn," Xander, having reverted back to himself, removing the ice armor, said looking around, "And I thought it was a junk yard before!"

Besides Buffy's damage to the lot (and 10 miles further out), there was all the battle damage from the rest of the fight with the Gamesmaster's pawns. It looked quite literally like a battlefield, straight from the movies, or the history books.

"Is everyone OK?" Pete hurriedly asked the moment that he could as he joined the group. "Scott? Amy?"

"We're fine buddy," Scott answered, giving his friend a careful pat on the shoulder.

"Thank goodness you got here when you did though," Amy immediately hugged the young man.

"I tried," Pete sheepishly shrugged.

"Well, on behalf of all of us," Jake stepped forward, "thanks. I mean it, thank you. If it hadn't been for . . . well, the Hulk, those demons might have beaten us, or worse."

The young man just blushed, even if it was an adolescent saying these things to him.

"Does anybody need to go to the Hospital?" Giles asked aloud. Nobody felt they did, so he continued, "Well, then perhaps it might be best if we all retired back to the Library for the time being. I have fully equipped First Aid there and it would be a chance to rest for a moment. Joyce, if you would be so kind, I don't believe all of us are up to making the trip on foot."

"Not at all Rupert, not at all," the witch replied with a smile and then looking over everyone, including the Gamesmaster and those still unconscious, she nodded to herself and then made a grand dramatic gesture with both her arms, and in the next instant they all disappeared like they had never been there in the first place.


	8. Beginning of Beginning of the Beginning

_The Beginning of the Beginning of the Beginning_

_The Library_

Not even an eye blink after they'd disappeared from the lot where they'd all just fought a very hard and difficult battle, the gathered children and adults who'd been changed by their costumes appeared in the Sunnydale High Library, literally popping in out of thin air. Those that were unconscious appeared on raised platforms, such as the table or the counter, and in the instance of Buffy Summers, the couch in Giles' office.

Joyce Summers herself, who'd provided the means of transport for everyone, thankfully appeared in front of a chair, which she almost immediately fell into once everyone had reappeared, from appearances incredibly exhausted. "Hells Bells, that was a bit harder than  
I thought it would be," she muttered to herself.

"Joyce, are you all right?" Giles asked.

"I'm fine Rupert, just . . . a bit tired. And hungry!" the witch exclaimed.

"Oh dear," Giles said under his breath, while he went over to Rachel and Ax. After whispering quietly to both of them, they nodded and quickly left the room.

"Hey, uh . . . I think this girl's really hurt bad!" Prime shouted over the noise of everyone settling into the Library.

"Yeah, well she deserved it," Cordy snapped.

The girl in question was Harmony, lying on the back of the long-table and thankfully unconscious, mostly cause of how annoying she was, but also because she'd be in incredible amounts of pain if she were awake. For starters, her ribs, left arm, and right shin were all broken, and the rest of her was starting to turn into one giant bruise, both her eyes swelling shut and her lip fat and bleeding. There was also evidence that her nose might have been broken.

"Geez Cordy," Erin exclaimed after looking the blonde over, "Went a little overkill maybe?"

"Not intentionally!" the High School debutant defended herself. "And besides, not all of it was my fault. She kept trying to hit and kick me, and believe it or not, she actually broke her own arm and leg. I just defended myself. And . . . OK, maybe I did hit her a little hard in the face and the chest, but I swear I only ever hit her four times total. And then I did kind of toss her down, but it wasn't even ten feet! Besides, she deserved it. She said I looked fake," as the white-striped brunette said this she hefted her boobs together.

"Uh huh," Prime drooled.

"Whoa Momma!" Marco's eyes bulged out.

Jake just coughed and turned his head away from the Rogue mutant, while every other red-blooded male in the room, that was not English, just stared with a vacant not-too-bright look in their eyes.

"AHEM!" Amy's not-too-subtle cough actually echoed in the room as she elbowed her "boyfriend" but it was enough to bring everyone else out of their stares.

"Never mind that. It was a battle situation, and like Cordelia said, she was defending herself," Jake explained, taking charge once more. Some might have found it odd that one of the youngest in the room was actually giving orders and acting like the one-in-charge, but after the experience that everyone had just had and how the former Star Fleet Captain had naturally taken responsibility, no one doubted, nor questioned Jake's right to be the boss anymore.

"Cassie, see what you can do in the meantime for her," he ordered, before turning to Mark and his friends, "Mark, since she's your sister, I trust that you'll want to go with her to the hospital?" The young man nodded his agreement, his girlfriend right by his side.

"That's fine. You two," he spoke to Mark's friends that had dressed as the Blues Brothers, "do you think you can . . . procure a car and drive it /_safely_/ to the hospital?"

At first they grinned excitedly at him, until they looked at each other, nodded, put their sunglasses back on, and almost magically their expressions became expressionless and they nodded in unison at Jake before leaving in almost uniform precision.

"That's creepy," the youth admitted.

"And I've had to put up with it for two weeks running now," Mark confessed.

At that moment, Rachel and Ax returned, bringing with them a small mountain of junk food and ready-made food stolen from the cafeteria.

"Guys, what . . ." Jake started to ask, but stopped when they plopped the mountain of food in front of Joyce.

"Mr. Giles told us to get this for you Mrs. Summers," Ax politely informed everyone.

"Yeah, said something about magic taking up a lot of energy and you needed to keep up your strength," Rachel added.

"Oh, well, thank you . . ." Joyce started to say, until her stomach growled loudly and she stared hungrily at the food before her. "But I couldn't . . . possibly . . . Well, maybe just one or two," then she started to tear into the food, tearing wrappers and stuffing her face as quickly as she possibly could. It wasn't until more than half the pile was gone that she finally slowed down.

"Oh my, I never realized," the witch remarked with clear surprise as she continued to snack. "Guess I'll have to work on my diet a little bit."

Just then, Willow stepped out of Giles' office, Joyce having had her appear right next to Buffy in front of the couch. "Oh, Willow," Joyce was the first to notice the redhead, "How's Buffy doing?"

"Just fine," she answered, "and . . . awake," she stepped to the side revealing the mutant Slayer standing there without any additional support. In fact she seemed to be supporting Willow a bit as they made their way around the counter.

"I'm fine, I'm fine," Buffy said to quiet the sudden explosion of concerned questions. "Feeling a little drained, but otherwise perfectly normal. Well . . . normal for me anyway. What happened? Where's the Gamesmaster?"

"Oh, I teleported him into the cage over there dear," Joyce pointed at the book/weapons cage at the far end of the Library.

"Marco assures me that the psionic-suppressor is working just fine. He won't be able to control us when he wakes up," Jake informed her.

Buffy nodded, "That's good, but what /_happened_? Last thing I clearly remember is him threatening Willow. After that all I really remember is seeing red. Both figuratively and literally."

"Well that's not surprising Buff," Xander spoke up, "since you kind of went medieval on his mutant butt and nearly blasted him into the next century."

"Yeah, uh, that's another thing, I don't remember Cyclops being able to shoot an optic beam that big or that powerful, no matter how much he might have tried," Tobias spoke up.

"Don't look at me, I've just been trying to keep control and not blast everything in sight," Buffy raised her hands in innocent protest.

"I think it might have something to do with Buffy's status as the Slayer," Willow told everyone, taking a seat next to Joyce. "The whole reason Cyclops needed to wear ruby-quartz lenses in the first place was because of an accident he'd had when he was a kid that caused minor brain damage. The Slayer can heal almost any type of damage to itself, including brain damage, according to Giles. Not to mention that particular injury was never present in Buffy to begin with, so where Cyclops doesn't have control over his optic blasts, Buffy obviously does. Maybe that control changes just how powerful the optic blasts can become, especially since Buffy can, theoretically, build-up the energy and then release it in a more powerful form."

"You've been thinking about this for a while, huh?" the blonde questioned her friend.

Willow just shrugged and flushed with embarrassment.

At that moment a loud honking could be heard from just outside the Library, thankfully the /_outside_/ outside of the Library. Mark got up announcing, "Ride's here! Uh . . . do we have a stretcher?"

"Oh, Harmony, right," Willow started. "I got it. Lead the way Mark."

Shrugging, Mark picked his way to the stacks at the back of the Library and began to make his way to the outside door, Willow following behind with the broken Harmony held aloft with her telekinesis.

"By the way," she said as she deposited Harmony safely into the back seat of the sports car the boys had 'procured', "be sure to tell the Hospital that it was 'gang members on PCP' if they ask what happened. And Mark? We still don't trust you, but if you want to be a part of this, covering for us would be a good start."

The half-vampire stared soberly at the mutant telepath for several long seconds before finally just silently nodding his head and then getting in the car, before the boys tore off for Sunnydale General, tires squealing.

"So you think we'll have problems with them?" Buffy asked Willow once the telepath rejoined them.

Too tired to realize Buffy seemed to know exactly what she'd been thinking, the redhead simply answered, "Probably. But I hope not. He seems like he genuinely wants to join in, but . . ."

"Join in what?"

Everyone turned to face Pete, seemingly confused by his question.

"I thought the whole point of the meeting today was to /_talk_/ about what had happened and maybe some options on what we should or could do about it. I wasn't aware there was anything to join," he explained his reaction.

"Before GM over there showed up, that's exactly what would have happened," Buffy answered, "then Jon-geon Master made his whole prophecy shit and we kind of all had to fight for our lives, and as Hellmouthy as it is, we actually made a damn good team out there. Not to mention, Gamesmaster kind of showed us that there's a threat out there, a threat from all the other people that were changed, and unless we make sure that they understand what's happened, and make sure that they don't try to take over the world or something worse things are going to go from bad to downright apocalyptic. And I'm getting some extremely major deja vu over this," she muttered holding her head as though it were hurting.

"What prophecy?" Prime asked.

"I'm not going to bother trying to remember exactly what he said, but the gist was 'one for all, all for one', and something about changing the world. I don't know, call him up and ask him. He's been leaving riddles like that ever since he became the Dungeon Master."

"You'd think if he knew we were going to be attacked after school he would have warned us, 'You're going to be attacked after school!' Instead of leaving us with a clue that we needed teamwork to win." Xander ranted.

"The riddle wasn't about the attack, or a way to win it," Jake told everyone from where he sat, drawing everyone's attention.

"What do you mean, Mr. Berenson?" Giles questioned.

"The riddle was about what happens next, what's happening now," he answered, just as cryptic as Jonathan's riddle.

At everyone's confused looks, he continued, "The riddle went something like this; a blade of grass is trampled and torn, a thistle of reeds can bend but never be broken, and a field of wheat can spread and feed the whole world. It's actually more a warning than any sort of prophecy, but when you think about it can be both. The warning is that if we all go on our own, as individuals, we're pretty much going to get trampled, tossed into the wind basically, without any back-up and more or less at the mercy of people that have lost themselves like Gamesmaster here did."

"The thing about the reeds is probably the point we're at now, a group that can support each other and won't break for anything. It means we won't be taken advantage of, and if that was it, then that'd be OK I think. But then there's the 'changing the world' part that Buffy figured out."

"He wants us to unite everybody in town that was changed by Halloween, put us all together in one big group or organization or whatever and become a Justice League of the world or something," Buffy explained what she'd already figured out.

"Sounds . . . neat," Sydney, now just Sydney with Iczel standing beside her, said.

"Sounds like manipulation," Pete growled.

"Which is why I'm going to kick his butt the next time he pops up," Buffy told him.

"But still . . ." Willow interrupted. "Still, it's an incredibly tempting idea. Basically we'd be recreating the X-Men Buffy . . . we wouldn't be alone . . ."

"WE'RE /_NOT_/ THE X-MEN!" the Slayer screamed.

Everyone flinched a little at her exclamation, some actually shrinking away when they saw that her eyes were glowing red. Breathing deeply, the blonde calmed herself down, the glow fading from her eyes before continuing.

"I have a hard enough time dealing with the fact that I'm going to be killed before I'm 21 Wills, I don't have the time, the patience, or the /_strength_/ to deal with everybody else's problems in this town too. We're /_NOT_/ the X-Men. The X-Men only had to deal with terrorists, political pressure, and the occasional alien invasion. /_I_/ have to deal with demons, vampires, and the world ending on a weekly, if not daily basis! Oh yeah, and I'm going to die too! Probably before I even graduate High School! And to top it all off, it's bad enough that you, Xander, and Cordelia have gotten this involved in the nightmare that is my life, but you want me to drag every other kid in Sunnydale into it too?"

"According to you," Rachel interrupted the Slayer's rant, "whether you were the Slayer and whether you knew these kids or not, they'd still be involved in all this simply for living in this town. Same goes for all of us. News flash, the universe doesn't revolve around you and your problems."

Jake held up his hand, stopping his cousin from continuing. "Buffy, please, calm down," he asked. Then he stood and went to stand next to her, "And here's another news flash, because of you, and what you do, everyone in this town, child and adult/_can_/ have a normal and long life, because of you. You were a hero long before any of this happened to the rest of us. You saved people's lives and from what I've seen, gotten very little thanks for it. In fact, you've had more and more taken away from you because of it. I think it's time that changed."

"What are you talking about?" she asked, tears starting to fall from her eyes.

"I think we should do it. Create a . . . a League, that guarantees the safety of everyone on the Hellmouth, and maybe eventually across the entire world. But for now let's keep our goals small. Maybe we can start by making sure that Buffy doesn't die before her time. I'm not saying that we all start fighting demons and vampires," he quickly added when he saw her about to make a protest, "but you need a better support system than a single man and three other teenagers. Hell, not even an elite Star Fleet strike force has so little to go with! What I'm suggesting is the simple things. Medical treatment, better intelligence, more resources, besides just whatever weapons you have on hand, and as we just demonstrated against Gamesmaster and those demons, a few of us have the skills and power that we could actually help you in the actual fighting of demons and vampires. You know I'm right."

"But . . ." she started to protest.

"What about the rest of us, don't we get a say in this?" Pete exclaimed.

"Of course. Nobody's going to be forced. I only speak for myself and my team," he looked over said team who all nodded with serious looks on their faces. "You all can decide for yourselves whether or not you want to join in too. In fact I think I'd sooner encourage you to think long and hard about this and probably say no than yes. This is a big decision, and this isn't without risks."

"But fewer risks than if we all went out on our own," Fred Smith spoke up. Jake merely nodded in return.

"Think about it," Jake finally put it to everyone, Buffy included. "We've got the weekend ahead of us, and we all need to get some rest after today. Oh, and guys," he said to the X-Slayerettes, "you'll have your Danger Room. Since the caverns below the lot have been . . . emptied, I don't think it'll be a problem."

The commander then lead the way out of the library, his team following dutifully behind him, Marco making sure to leave the psionic suppressor behind and fully operational.

"What are we going to do about him?" Tim Smith, Fred's older brother asked, gesturing to the caged Gamesmaster.

"I'm truly uncertain," Giles answered. "We can't turn him over to the police, he'd have them under his control the moment he woke up. Unfortunately, as we explained earlier about the Forces of Chaos, there's no way to permanently disable his abilities. I suppose we could try to talk to him, but . . . for the moment I suppose he's not doing any harm if he spends the night in the cage."

"We don't even know his real name," Jenny commented.

"Scary thought," Xander commented. "There are probably a lot more people just like him out there somewhere. They're going to need our help, because as ironic as it is, we're the ones that understand what's happened to them the best."

"Jake's right, we all need some rest. Let's . . . just go home. Giles . . . ?" Buffy asked.

"I'll spend the night here tonight. There's some additional research I'd like to do any way, so I'll be sure to keep an eye on him," the Watcher promised.

That decided, everyone quickly departed and began making their way home, Buffy having to carry her mother to the car since the witch was still too weak to teleport, and the others being escorted by the still responsible older teenagers.

/_Harris Residence_/

/_After Sunset_/

"Mom, Dad! I'm home," Xander called as he walked in the front door, for several moments forgetting that this was the home of Tony and Mary Harris.

"Oh we're in here Alexander!" he heard his mother call out from the "family room" which was mostly used as a place to hold a table and extra chairs right next to the kitchen. In any other home that table would be the place where family meals were had, where the parents and child, or children sat around enjoying the time together and talking about their days and maybe even plans for the future. "Come here for a minute, would you? We'd like to talk with you about something."

Having planned on just going straight up to his room and either practicing more with his powers or just going straight to bed, it'd been a long day, he debated for several moments on whether or not to just ignore the drunken duo, but finally figured it wasn't worth the hassle, better to just get it over with as soon and as quickly as possible.

Whatever Xander Harris expected upon entering the 'family room', it certainly wasn't what he found there.

"Mom, for the hundredth and ninth time, I like to be . . . called . . . Xander . . . ?" he trailed off when he entered the room, which was vastly different than the last time he'd seen it.

The first thing he noticed, out of everything, was that his mother and father, Mary and Tony Harris, unofficially the "Town Drunks" with only competition from the homeless down by the docks, which Xander now knew were actually a bunch of non-violent demons, were standing in the middle of a mess of papers, boxes, papers, books, and more papers, with all appearances of being entirely sober. A fact that was supported by the significant lack of the smell of beer in the room. Stunned, to say the least, Xander focused on some of the books around the room, and was even more surprised to find that a large majority of them were Law books and medical journals. Certainly not the type of thing one would expect to ever find in the Harris household.

"Sorry," Mary apologized with a slight blush. "I keep forgetting. How is Willow by the way? I've noticed she's finally grown out of those horrible nerdy dresses Sheila bought for her. She's certainly turned into a fine young woman."

If Xander didn't know any better, he'd swear that his mother was trying to hook him up with Willow, not that the prospect wasn't unattractive especially after all the changes they'd both gone through . . . but it was just too fucking weird to see his/_his_/ mother acting like a typical busybody mom like Mrs. Summers was.

Suddenly, a disturbing thought crossed his mind, prompted initially by his Iceman-side, but realized that it could just as easily be demon-related the rest of him figured.

Backing up with a look of intense mistrust on his face, he raised his hands, ready to blast both of them with Freeze Balls at a moments notice if it became necessary, but not yet triggering his powers, he shouted out, "All right, who are you and what have you done with my parents!"

"Alexander, don't talk to your mother like that!" Tony yelled, but not like he normally yelled. For starters, there was no slurring of the words, and secondly the anger was pure and reactionary, not irrational with drunken rage.

"Enough! Just . . . enough!" Xander screamed, now bordering on panic. "I don't know who . . . or /_what_/ you two are, but you are /_NOT_/ my parents! Now WHERE THE FUCK ARE THEY!" As he screamed he unconsciously triggered his powers, the ice-armor forming as the ice-blue energy passed over him.

Mary and Tony Harris, scared more of their son's mysterious transformation than they were of his accusation, jumped back but kept from screaming in panic. Things had changed for them in the past two weeks, and the fact that their son, who'd been pretty absent himself during that time, hadn't noticed those changes in them wasn't too surprising. On the other hand, Mary and Tony hadn't been quite as blind in observing similar changes in Xander, especially since his room tended to be half covered in ice whenever he left it.

"Alex . . . Xander," Tony started and then corrected himself, "we just wanted to talk, that's all . . ."

"WHERE ARE MY PARENTS!" the mutant screamed again, this time a Freeze Ball actually forming in one of his hands.

Suddenly Mary realized something and spoke quickly, "Have you spoken with Joyce lately Xander? Mrs. Summers to you perhaps? We all went to the same Halloween party at City Hall."

"What?" Xander faltered as those facts ran through his mind. No longer concentrating on his anger and suspicion, the manifestations of his powers disappeared, reverting him back to his blue-eyed normal self.

"It's complicated, I know, but . . . obviously you've been through some of your own changes during these past two weeks since Halloween. Well . . . your father and I have been going through some of our own," Xander's mother continued.

"I joined Alcoholics Anonymous," his father added, holding up a bracelet on his wrist. "I've also started volunteering at the local hospital."

"And I just passed the California Bar on Monday," his mother finished.

"What?" Xander repeated, starting to feel a little lightheaded all of a sudden.

"Maybe I should just go ahead and tell you . . ." Mary hesitated, "Your father dressed as an Army Medic, and I dressed as a Lawyer. The invitations for the party went out to all the parents of Sunnydale, but your father and I couldn't afford costumes, and Tony's boss at the company wouldn't let us just show up as hobos or in some home-made costumes, so we went to this cheap costume shop in town . . ."

"Ethan's?" Xander supplied, closing his eyes with growing dread.

His parents nodded in unison, his mother continuing, "Your father got a Red-Cross patch and put it with the old fatigues we had in the garage. I found an old briefcase and some fake spectacles in the Bargain bin and I put on my dress-suit and pulled out my old diploma and shoved it into the case and dressed myself up."

"Wait a sec . . . you were . . . /_are_/ a lawyer?" Xander felt the rug of his reality being pulled out from under him.

"I went to and graduated Law school, if that's what you're asking," his mother answered, "I just never actually did anything with it, because . . . well, I just didn't. But I'm changing that now. As I said, I passed the California bar and I plan on . . ."

"So you're now a lawyer and Dad's a . . . a . . . a what? A medic?" Xander interrupted.

"Well, that's why I'm volunteering at the hospital," his father answered, "I never actually went to Medical School, but I can always help out and I've been assured that there's a nursing position opened, but I'm not quitting my job with the company, just taking on some additional responsibilities."

"You've never exactly been a responsible person before Dad," Xander snarkily remarked.

"I know that son, but I'm changing that, one step at a time," Tony promised.

"Anything else I need to know about?" he exclaimed suddenly.

Mary and Tony exchanged a look before nodding to one another and Mary answered, "Well, nothing too outrageous, but, um, it turns out that I have a bit more money saved up than we'd thought of at first, and, well we're going to be moving honey, as soon as we can sell the house. That's what we wanted to talk to you about mostly, because we actually have quite a few options of where else to live in Sunnydale and we wanted your opinion."

Carefully, moving slowly to keep Xander from becoming angry or nervous again, she handed him a catalog of houses. The houses were all upscale mansion-types, right in the neighborhood of Cordelia Chase and a few of the other Cordettes. One of them would put him right next-door to Cordy actually.

Out of the corner of his eye, as he looked through the catalog, he saw his father nudge his mother and give her a meaningful look. This made him even more nervous and brought back the lightheaded-ness but he kept his peace for the moment.

"Xander," Mary spoke tentatively, "There's . . . one more thing.

Taking a deep breath, he merely turned his attention towards them, not trusting his voice for the moment. Finally, his father blurted out, "How would you feel about becoming a big brother?" a huge smile across both his parents' faces.

/_'Now I know how Buffy felt,'_/ he idly thought to himself, disconnected from himself and observing his own reaction. To his parents point of view, Xander stood there staring for half a minute before his eyes rolled up in his head and he passed out.

"Well," Tony said after a minute of silence, "He took that better than I thought he would."

Mary glared at her husband and slapped him across the back of the skull.

"OW!"

/_Same Time_/

/_Willow's House_/

Willow was meditating, something she needed to do on a regular basis, and normally something she enjoyed doing, exercising her powers, but after today she was so dead-tired that the necessity of it made the task seem arduous and frustrating. Nevertheless, she was still there, sitting on her bed, eyes closed, and mind focused inward.

The transition to the Astral Plane was easier now. So much more so than when she'd first tried to do it on her own. The very first time she'd ever gone there, it'd been entirely impossible for her, Jean was the one that had pulled her along to the Astral Plane.

Yet despite having Jean's own memories and experiences, Willow Rosenberg was /_not_/ Jean Grey.

As difficult as it still was though, Willow still appreciated what being able to travel to the Astral Plane meant in the first place. One could do almost anything from there, from discover the hidden secrets of the world and even the universe, to manipulate events and people in the real world. It could be intense, frightening, and dangerous, but at the same time it could be literally Heaven, ecstasy, and amazingly exciting.

But what Willow could do and what she needed to do on the Astral Plane were vaguely different from each other. What she needed to do was to strengthen her body's physical regeneration rate so she'd be fresher sooner, but she also needed to rebuild her mental reserves and defenses. Not exactly easy under normal circumstances, but Willow was still dealing with the mental damage and lack of mental energy from the battle with Psi-Lord and Gamesmaster earlier that day.

For Willow, the Astral Plane took the form of floating cotton-candy pink clouds in a hot pink sky, with Willow being able to fly between, walk and sit on the clouds. The moment she appeared though, her exhaustion was evidenced by the sudden dimming of 'light' in the sky and a majority of the clouds shrinking almost to nothing. Not to be dissuaded by this, Jean's experience whispering in her ear what the representation meant, Willow sat down on one of the clouds and closed her eyes, focusing her thoughts, her astral form matching the position of her physical form.

"Hey Will, watchya doin' ?" a familiar voice spoke from right beside her.

The normally hyperactive jittery redhead was so focused that she didn't even open her eyes, instead answering in a quiet voice, "I'm focusing my thoughts on rejuvenating my body's reserves. Unfortunately, it's taking all my energy to do so, so I won't be able to work on my mental defenses until after I'm rested."

"Won't that leave you vulnerable?"

"Gamesmaster is under lock and key and we aren't aware of any other hostile psychics in Sunnydale," she quietly answered, still focused on her task.

"Not what I asked," the person beside her was annoyed now, she could feel it just as well as she could detect it in their voice.

"It can't be helped. I barely have enough energy as it is to rejuvenate my body."

"What if you used some of my energy?" the voice hesitated.

That seemed to draw Willow out of her trance as her eyes blinked open and she turned to look beside her, and would have jumped clear across infinite space if she wasn't so exhausted. "B-b-Buffy! What are you doing here/_How_/ are you here!"

The blonde just shrugged in reply and answered, "Beats the heck outta me. One moment mom's sending me to bed early with a tummy full of warm milk and cookies, the next I'm asleep and then I'm here. Where, or what is /_here_/ by the way? It's very . . . pink . . ."

"It's the Astral Plane, I don't understand, how can you be here, and you're seeing it the same way that I do? The means that I brought you here somehow, but why would I do that and I didn't do that because I don't have the energy left over to do that and I just don't understand this!" Willow babbled, very confused.

"Astral Plane, huh?" Buffy stuck with what she could understand out of the babble.

"Yeah it's . . ." Willow started to explain but Buffy held up her hand.

"I know. Jean took Cyclops here enough times and I think both our heads start to hurt whenever it comes up in discussion. I know Cyclops' did whenever the Professor, Jean and the others went on and on about it. What I want to know is if you can take some of my own energy while we're here and whether or not it'll help?"

Willow could only stare, not understanding this sudden turn in events. She could sense, even here and after most of her energies were focused on her body's status, that this really and truly was the mind of her friend Buffy Summers. Not somebody wearing a 'Buffy' mask, or the Astral Plane equivalent, and not some figment of her overworked imagination either, but the /_real_/ Buffy. Her mind cast about for answers to her questions but with so many distractions in front of her at once there didn't seem to be any answers.

Seeing that her friend was pretty much incoherent at the moment, Buffy sighed and reached around to grab the telepath by the shoulders, and was more than a little surprised when a reddish-pink aura covered the both of them, strongest at where they were touching, and the Slayer felt a light draining sensation, but nothing to be worried about. She was supposed to be sleeping anyway, and she felt she had too much energy built up to get a good nights sleep. Especially since her Slayer-nature would probably force her to get up at midnight to go on patrol anyway, and she really didn't feel like doing that, so if sharing her energy with Willow would give her a few more hours sleep, she certainly wouldn't complain about it.

If Willow was shocked at Buffy's presence on the Astral Plane, she was downright blown away by what her friend was doing now! Transferring energy between people was difficult enough she knew from Jean's memories, between two psychics on the Astral Plane it was damn near impossible! Well . . . not impossible, but a great deal more difficult. And to see Buffy doing it so easily, almost by instinct alone . . .

It was like watching Moses part the Red Sea!

Almost before she could blink, Willow felt her physical reserves refresh themselves and even adjust so that she would have more endurance when she woke up, and they continued to deepen the more that Buffy shared with her. And it was startling, to say the least as Willow realized that the amount of energy Buffy was sharing with her was less than a percent of the Slayer's total reserves, and here it was allowing Willow to not only complete everything she'd set out to do and more, but even refill her energy reserves some!

"Wow!" Willow whispered in pure awe after only a few seconds of Buffy taking her by the shoulders, all the time it took for her to finish working with her body.

"Better?" Buffy asked, still hanging on to her friend.

"Better? Shit Buffy, I feel like I can do absolutely everything now!" the normally shy redhead cursed at the scope of what Buffy sharing less than a percent of her energy could mean.

"Let's see about those mental defenses now," Willow grinned and together the two young woman took off from the cloud they'd been on, the pink sky now bright around the, the clouds all full and puffy looking.

Buffy switched around, her hands still on Willow's shoulders, to the telepath's back watching with curiosity and interest as she went to work rebuilding and building new and more powerful mental defenses around her mind, using a combination of the Slayer's energy and the ambient forces of the Astral Plane.

It was fascinating to watch, as Willow manipulated unseen and visible energies alike to create a veritable fortress and a collection of armor and weapons, all based around what Willow herself knew, so the fortress was more like a computer firewall, made of real fire, the armor was more like what you'd see in cartoons or in TV shows, more for show that true protection, and the weapons were what Buffy and Willow knew best, stakes, swords, axes and crossbows. At first it was all just images, pictures Willow had drawn in the pink air, and then she did something that made it all too real, something Buffy could reach out and touch. And then with a wave of hand and barely a moment of concentration, she did something else to the arsenal of mental defenses and Buffy instinctively knew that her friend had connected them to her mind and body, able to trigger any of these formidable defenses with a thought.

"So far I've been working with only the most basic defenses and mental attacks," Willow explained to her as she worked. "A sphere or bowl to block random thoughts from everyone, an image of a wall or building blocks to stop mental invasions or attacks, and pure emotion-based thoughts as weapons. These are much more effective, because they're more complex and I can make them unique to me, instead of just copying Jean and the Phoenix."

"Cool. Any chance you'll let me borrow those psychic stakes for patrol some time?" Buffy joked.

Willow smiled, "Doesn't work like that, but if ever we're involved in a psychic battle, you'll be the first one to try them out, promise."

"So, you done?" Buffy asked after a few more moments.

"Yeah. Thanks Buffy," she smiled at the blonde.

"Not a problem," the Slayer replied back, removing her hands from the telepath's shoulders, stopping the reddish-pink glow that had surrounded them. The moment she did, both young ladies felt a wave of exhaustion pummel them, but not enough to worry them. It had been a long day after all.

"Wow, that took a lot out of me," Willow floated down to a cloud, Buffy right beside her.

"Well, since before you were saying you couldn't do it at all, I'd say there's nothing wrong with that. Now that that's done though, how about we try and figure out what the heck is going on here?" Buffy suggested.

"Any ideas?" Willow turned it right around.

"Well, you said you didn't intentionally bring me here . . . any chance you could have done it subconsciously?"

"Because I needed energy and you were willing to share it?"

Buffy nodded.

"It could be part of it, but that doesn't explain how you actually got here. No matter how much I might have wanted or needed it, it would take more energy than I have even now to pull a non-psychic into the Astral Plane like this. I don't suppose there's something you've neglected to tell me, huh?"

Buffy flushed bright red and avoided Willow's gaze for several seconds, finally looking at her and giving a heavy sigh. "For a couple of days now . . . I've been hearing your thoughts. Not anyone else's Willow, just yours. At first it kinda freaked me out, and I would have told you about it sooner, but then the thing with my Mom and all the trouble today and . . ."

Willow was stunned, and it showed. "I just meant if you had some kind of psychic Slayer power . . ." she whimpered. The implications alone of what Buffy was saying were mind-boggling.

"Sorry," the Slayer shrugged with a sheepish grin. "You OK?"

"Just me?"

Buffy nodded, "Just you. And it's not something I can even control, it just . . . happens. I get like insight into what's going on in your head, or I can hear something you're thinking about me, but I know it's not you communicating telepathically with me. At first it was weird, but now I've kind of gotten used to it. It feels . . . nice really."

"Really?" Willow chirped, curious but strangely glad that Buffy thought being connected to her mind was a nice thing.

"Yeah," she agreed, then suddenly asked, "Hey, has it happened to you? I mean, I know your the big bad telepath and everything, but did you ever like suddenly know what I was thinking or hear my thoughts when you weren't wanting to hear my thoughts? Does that make sense?"

Willow flushed bright red and dropped her head, avoiding Buffy's gaze for several long seconds before tentatively answering, still not looking, "Uh . . . yeah, I think I . . . know what you mean. But that still doesn't . . ." She stopped.

Concerned Buffy 'floated' around to get a look at her friend's face and saw a stunned look staring back at her. "Will?" she asked, hoping to get a positive response from her friend.

"Oh. My. God."

Buffy blinked in surprise. The sheer amount of stunned disbelief and shock in Willow's voice and expression was enough to start to worry her. Especially when Willow finally looked back up at her, and she could /_feel_/ what it was she was feeling. Outright amazement and a little disbelief.

"B-Buffy . . ." the redhead stuttered. Trying again, she said, "Buffy. I know you were never much of an X-Men fan, but you know the basics, right?"

"Uh, yeah. Human evolution, X-gene and all that. What's your point?"

"No, not that! Stuff about the story. Jean and Scott Summers were married, several times, to start with. And then there was the whole Dark Phoenix saga . . ."

"Don't remind me of that, please. I don't want the memory flashes thanks. So yeah, I did know Scott and Jean were married, but again, what's your point?"

"After so many years . . . they discovered, or rather it was revealed by the comics, that because of their relationship, Jean and Scott had a psychic rapport. And it wasn't just something on Jean's end either, Scott, as far as his wife was concerned, was just as psychic and telepathic as she was. For Jean it wasn't just any psychic connection either, but something so much more powerful, more intense, more . . . intimate . . . than any other psychic bond she ever formed with anyone. I think . . . I think . . ."

"You think that, for whatever reason, you and I now have the same, or a similar, what'd you call it? Psychic rapport, that Scott and Jean had?" Buffy finished for Willow.

Not trusting her voice, Willow just nodded her head, her face and expression full of empathy, but at the same time a certain amount of trepidation.

Buffy let out a big sigh, "Oh boy."

/_2345 Seaside Lane_/

/_Smith Household_/

Timothy Smith helped his younger brother Fredrick Smith in the house. The superhero Prime had just given them a flying escort home, despite the fact that both Smith brothers could have flown on their own, both were exhausted from what they'd been through, and Prime, who was really Kevin Ozborne, who happened to be a classmate of Tim's, said that it was the least he could do to give the boys a comfortable effort-free ride home, especially after he was one of the ones giving the boys their bruises.

Most of the damage however, was to their pride and their minds. Of course in Fred's case that was a bit more serious than for anyone else. And for Tim, what little damage he'd sustained, mostly bruises and a single cut from flying debris after Buffy's Final Attack, was already healing at an enhanced rate. For a human that is. For a Kree, it was actually a bit slower than it should have been.

Before the boys could make it safely up to their room however, a cold almost sterile voice called out to them as they were on the stairs.

"And what, pray tell, have you boys been up to today? Perhaps training a little hard? Hm?"

Fred winced and Tim grimaced as they turned to see a man standing at the end of the hall. He was dressed in a tailored black suit with white shirt and black tie. He was wearing a pair of sunglasses, despite it being so close to night and being indoors, and they could see a wire ear piece in his left ear. He was white, slightly balding with dark brown hair, and his face was a study in being as emotionless as possible at all times.

A ring tone echoed in the silence of the hall, and a look of annoyance crossed the otherwise cold face of the man in the suit. "Don't move," he coldly ordered the boys while pulling out a cell phone and bringing it up to his right ear. "Agent Smith," he answered the call.

The annoyance disappeared in a flash and a feral, almost insane grin crossed his face, "Mr. Anderson. Well, as much as I would love to come and kill you at the moment, I do have some . . ." he spared a glance at the boys, causing them to shiver slightly, "more important matters to take care of at the moment."

He listened for a bit more and grimaced, "Yes, the boys just got home and yes, I'm not stupid Kakar . . . I'm not stupid Tom, yes I felt it too and . . . Well it was kind of hard to miss. Don't worry, the Mayor's already covering it up, and for once I'm not going to bother questioning the slimy little bastard about it. We'll talk later Tom, I've got to take care of the boys now. See you tomorrow then." He hung up with a sigh and looked back at the boys.

Taking off his sunglasses and taking the ear piece out of his ear he approached the youths and knelt so he was more or less at their height instead of towering over them. Finally he said, a look of parental concern marring the up-till-then cold expression, "Care to tell me what happened today?"

"Would you believe that an omnipath tricked us, used mind control on us and made us fight to the death against a bunch of other super powered teenagers, who then defeated all of us before knocking out the guy controlling us and bringing us home?" Tim asked.

Agent Grant Smith blinked, staring at his two children for a few seconds before a look of extreme annoyance covered his face. "A bunch of /_teenagers_/ defeated you, MY CHILDREN in combat!" he raged.

"That's a yes by the way," Fred whispered to his brother.

"Did you catch the part where we were being manipulated through mind control?" Tim asked.

"And I thought one of you could resist such basic attempts at manipulation," Grant Smith asked with a tone of accusation.

Fred shrugged, answering, "He tricked me. Believe me, it won't happen again Dad."

"It had better not!" the man exclaimed.

After a few more moments, he calmed down and asked, "I don't suppose either of you know who was responsible for the 10-mile stretch of torn up landscape just outside of town, do you?"

"One of the teenagers we were fighting. She did that to stop the Gamesmaster, the guy controlling us," Tim quickly answered.

"A teenage girl!" Smith exclaimed, clearly surprised.

"She wasn't the only one there that could do some amazing things either Dad," Fred added. "There was another psychic there, maybe a few more, and she was almost as powerful as me, but way more skilled."

Grant Smith sat there for a few more minutes, absorbing what his sons had told him before apparently coming to a decision. "Come on," he finally said, a fatherly grin on his face as he got to his feet, "lets see about getting you boys fixed up, then we'll have some ice cream."

The boys shouted with glee and immediately led the way to the kitchen. "YAAAYYYY!"

Smiling, Grant Smith, Special Investigative Agent for the CIA, followed his boys into the kitchen, loosening his tie as he went, grateful once more for the gift that were his children. He paused as he passed the picture on the nightstand just outside the kitchen. He smiled once more, though there was a sad undertone to it this time. Touching his finger to his lips, he touched the lips of the woman in the photo, silently promising for the thousandth time to always watch over his children, protect them and raise them right.

Of course he'd had quite a few revelations recently on the 'right' way to raise and protect them since Halloween. Especially after what had happened to him directly, though the changes in the boys were further reasons to no longer coddle them all the time.

As they handed out the ice cream, the small family joked and played with each other, enjoying the simple things as much as they could. Just as they were finishing up however, a knock came from the back door. The boys both groaned when they saw that same insane grin cross their father's face at the sound of the knock. Even without the extra-sense powers they'd received from their Halloween costumes, both boys knew that only one person ever knocked on the back door.

Grant let the guest in and greeted the man with a simple, "Tom," and then stepping to the side, not actually inviting him in but allowing him entrance if he wanted it. Before Halloween Grant Smith had done the same thing, but by some unknown instinct. Since Halloween however, he knew better.

The man was just as tall as Grant, but with pale skin and a gaunt look that made it seem as though he spent a great deal of time indoors. He was dressed in a ratty sweat shirt and torn black pants. He had short-cropped black hair and dark eyes, made more so by the bags under his eyes, adding to the image that he spent a lot of time out of sunlight and in far more artificial lighting. Although if you looked close enough, you could clearly see that beneath the humble and gothic exterior, he had powerful and strong muscles and walked and moved with a grace and balance that belied strong martial arts training. There was also something he was hiding but at first glance no one could tell what it might be.

"Smith," the man returned the greeting, stepping inside without any trouble. "Hey boys!" he greeted the boys warmly.

"Hey Tom," Tim replied.

"Hi Mr. Anderson," Fred said between bites of ice cream.

"I thought our conversation was finished Tom," Grant said as he closed the back door and went back to start the dishes.

"Her name is Buffy Summers by the way," was the first thing Thomas Anderson said after being admitted to the home.

Grant froze and turned back to look at his next-door neighbor. "What?"

"The girl that dug the new trench, that rescued the boys this afternoon from the omnipath, and just happens to also be on the Mayor's Most Watched list. With her closest relations and friendships just below her by the way. I did some checking after we hung up, and my hearing's actually pretty good, and the walls are paper thing around this place."

Grumbling, Grant sighed and shook his head as he sat down at the kitchen table. "Summers," he repeated.

"Joyce Summers' daughter," Tom confirmed for his neighbor.

"The lady at the antiques store?" Tim asked. Tom only nodded to the question.

"Damn," Grant cursed, realizing what this meant. "Was there anybody in town not affected?" It was a rhetorical question and they all knew it.

"How did you come across this information anyway?" Smith demanded. "And I don't mean what happened to the boys. How did you find out who it was that did that? No information has been released to the press. In fact everyone except the Mayor's office is trying to ignore what happened today as much as possible."

"I have my sources," Tom replied. "I am after all the owner and CEO of one of the premier Computer Software companies in the country."

"Meaning you hacked her computer," he grimaced.

"I hacked a lot of computers," the computer wizard freely admitted, "Including several Satellite Imaging systems. Unfortunately I don't quite have an explanation for /_how_/ she did what she did."

"She dressed as Cyclops for Halloween," Fred told them. "It was an optic blast, not a ki blast."

The two adult men stared at the child for several long moments before Tom turned to Grant and said, "It's kind of weird having a psychic for a kid, huh?"

"I just tend to not think about things I'd rather they not know until they're old enough," the father admitted.

"What's sex?" Fred immediately asked.

Tim immediately slapped his hand over his brother's mouth and almost dragged him through the air, literally, shouting over his shoulder, "We're going to go do our homework now! Good night Dad! Night Mr. Anderson!"

Grant chuckled at the boys antics but when he turned back to his neighbor his face immediately fell into what was considered his 'business face', the cold, emotionless expression. "You know Kakarrot, normally I'd kill you for trying to corrupt my offspring, but given the circumstances, and both of our positions at the moment, I'm willing to let you slid for the moment."

"Geez Louise Grant," Tom sat down across from the CIA Agent, "It was one night, and if you're going to call me anything other than my name, could you at least call me Goku? You don't see me going around calling you Vegeta all the time, do you?"

"Sorry," Smith apologized without a hint of remorse, "it's a habit."

"It's a bad habit. Besides, we're /_not_/ Goku and Vegeta. For one thing, I'm not a brainless oaf that cares only about fighting," Tom argued.

"No, you're a super genius computer wizard that cares only about fighting," Smith snarkily retorted.

"And you're not a cold merciless alien prince convinced of your own superiority and cares about nothing but killing anyone stronger than you," Tom continued as though Smith hadn't spoken at all.

"No, I'm a cold merciless secret agent convinced of my own superiority and cares about nothing but killing anyone and anything that threatens my family," he gave a sharks toothy grin.

They were quiet for a few minutes and Tom lost his poker face and said quietly, "We're lucky we didn't destroy the whole town."

"We're lucky we didn't blow up the whole planet," Smith immediately turned it around.

Both of the Super Saiyan warriors remained in quiet contemplation for the rest of the evening.

/_Foster Home_/

/_Stein Residence_/

Robert Clarkson landed softly in the small back yard, the still transformed Captain Marvel right beside him. Cordelia Chase had escorted them most of the way, but both boys had insisted on getting home on their own, not that this was their home. In truth, they didn't actually have a home, but this is where they slept between school hours.

All three had flown here from the High School, Cordy staying aloft until she'd seen both of them land safely and then waited further as Captain Marvel shouted out, "SHAZAM!" and reverted to William Clarkson, Robert's identical twin brother. Nobody called him Billy, or Will, or Willy or Bill. He insisted on being called William, as Robert insisted on being called Robert.

Waving overhead as Cordy flew off into the distance, the boys walked in the back door of the home of Sunnydale Police Detective David Stein, and stopped just inside. A mountain of dark green muscle was standing there waiting, looking at them with a face that seemed to be constantly angry. If they didn't know better, they'd swear that Pete had somehow beat them home and 'Hulked out', but the Hulk didn't have a fin on the top of his head instead of hair, and Pete didn't own, nor wore a genuine Police uniform, which this creature was, although it was stretched tight across its massive chest and inhumanly broad shoulders.

Even if they weren't constantly reading all kinds of comics, the boys would recognize the Savage Dragon. But this wasn't the Savage Dragon from the comics, nor the cartoon show.

"Where the hell have you two been!" the Dragon yelled.

"Where does it look like?" Robert retorted, knowing what the both of them looked like.

"You've been fighting," he stated, no longer asking, he crossed his huge arms in a gesture of annoyance and let out a low sigh. "Boys, I thought we talked about fighting . . . /_especially_/ since Halloween . . ."

"It wasn't our fault!" William protested.

"That's not the point!" he shouted again.

"Just shut up Stein!" Robert screamed at the Police Detective. "Just shut up all right!" And with that he ran out of the room at full 'Superman' speed, a small tornado tearing up the kitchen where they'd been standing in his wake.

The Dragon, that had once upon a time been Detective Stein, just stared at where Robert had been a moment before, a look of outright surprise and shock breaking through the angry expression. "William . . . I . . ." he tried to apologize.

"It's OK," the young orphan waved off the apology, starting to pick up the papers and other debris that had fallen in the wake of his brother's departure. "It's a lot more complicated, and well . . . Robert didn't come out on top, if you know what I mean. He can still hear us y'know."

"I've begun to realize that," Stein admitted as he knelt down to help William with cleaning up the place. "If . . . you want, you can tell me what happened. I . . . promise to try and not judge."

"It was just a fight, no big deal," William avoided the subject. Once the room was more or less cleaned, he left, following his brother, Stein watching as he walked away, wondering how he'd landed himself in this mess.

It wasn't even two months ago, in the middle of August that Stein had found himself in the unique position of discovering a couple of runaways hiding in the back of his car. Honestly he hadn't even noticed them at first, driving all over Sunnydale before he finally discovered the two filthy twins that had hunkered down in the back seat of his car. Immediately he'd turned right around, after making a phone call and pulled the boys into the station as he tried to talk to them and figure out what he was supposed to do now.

Unfortunately, the foster-care system in Sunnydale was even more under-funded than the police were, which meant that they weren't taking bribes because nobody was offering them. Stein had sat with the boys for a couple of hours, trying to get them to talk to him, first offering them food, comfort, a strong authority figure, everything you're 'supposed' to do when dealing with children. Finally he'd lost his patience and just stared at the boys for the last hour, trying to figure them out without words.

The clothes were ragged, dirty, and what hadn't been washed off had turned their skin an ugly brown, and their black hair was a rats nest of tangles and knots. And the one that he now knew was Robert had a black eye.

"So, you like to fight?" he finally asked, apparently startling the boys after his long silence.

They'd stared at him like he was some kind of criminal, or rather they stared at him the same way he stared at criminals, whereas before they hadn't even once looked at him, even as he dragged them into the station.

"I like to fight too. Take boxing down at the Y, little karate and self-defense thrown in too. Thing is I make sure I fight the right people. Criminals, punks, gangs, shit like that," he'd continued talking. "I don't fight more than I can handle, and if I ever do find myself out numbered or outclassed, I always make sure I have some back-up nearby. So I'm not fighting alone. I also make it a point to /_not_/ fight the wrong people. Does that make me a coward? I don't think so. I think it makes me smart. Cause then I'm not getting hurt when I don't have too and I'm not making enemies left and right when what I really need are friends. So tell me kids, are you smart fighters . . . or do you just like making enemies?"

They'd just stared at him, and he could tell they still weren't going to talk to him, so he'd just left. So imagine his surprise when, once the weekend was over, he got called back into the station and a Social Worker was there ordering him to take the boys for temporary foster care. Of course he'd tried to fight it. He was a dedicated bachelor, and he most certainly wasn't ready to be a father, of any kind. His hands were tied when everyone right up to the Mayor ignored him and told him to just take care of the boys and shut up about it.

It took him a week of digging before he found out that they had asked for him by name when the Social Worker asked what they wanted to do. Before that moment he'd done nothing but gripe and complain to everyone around him and did as absolutely little as possible for the boys as he could. He bought them clothes, he bought enough food for the three of them, and he dropped them off and picked them up at school every day. For the first week not a single word was spoken that wasn't absolutely necessary, (like "Pass the food" or "Outta the way"), in Stein's house. After that moment, everything changed.

Stein wasn't angry anymore, at first he was kinda curious but he never asked the boys why him, so he just started gently. First by no longer blaming the boys for the god-awful circumstances they were in, and that made a difference enough as Stein noticed they stopped treating him like the enemy.

The first words the boys spoke to him, which wasn't until early September, were "Our parents are dead," and then they told him the story of how their parents had been killed. By vampires.

Before September, he'd been like everyone else in Sunnydale, purposely ignoring anything and everything weird that happened around them, and always being inside well before sundown and never questioning why. At first, after hearing their story, Stein tried to keep up the facade, tried to ignore what the boys were telling him, tried to convince himself that they were "confused" or making it all up like kids do. But he'd seen that look in their eyes as they told their story.

You can't fake that look.

After that, while they certainly weren't a /_family_, they became a great deal more . . . fond of each other. Stein almost believed they became friends. Imagine, him, the longest on-record Homicide Detective in Sunnydale, CA/_friends_/ with a couple of bratty 10-year-old twins.

Yeah . . . imagine that.

During his recollections, Stein had grabbed a case of beer and gone to his living room, sitting in his chair and chugging down bottle after bottle. He was through half the case before he even began to feel the buzz.

Looking down at his green skin, he scowled and tore open the rest of the case, popping another with ease. As much as having trouble between him and the boys was a reason to drink, he had another that was even more of a reason.

There'd been four major costume-needing events going on in Sunnydale on Halloween. The first and most obvious being taking the children of Sunnydale Trick-or-Treating, which the troll Snyder had then "volunteered" his High School student for escort-duty. The second was a Parents/Adults Costume Party at City Hall. More than half the adult population in Sunnydale had shown up there, the parents of the Sunnydale children, both child and teen among the guest list.

The other two were a bit more 'Invite-only' and not many knew about it. For starters, there was to be a Teens-Only costume party at the club called the /_Bronze_/ about an hour after the Trick-or-Treating was done. According to Stein's information, that party never actually happened, but there were still a lot of costumed people at the /_Bronze_/ before, during, and after the . . . excitement of Halloween Costume Chaos. That's what the press was calling it anyway.

The last was a little-known Special Invite-only party that wasn't really a party as it was a meeting. More or less it was the 'human' underworld, meeting in the basement of the Police Station, the costumes meant as a cover of a 'Police Costume Party', but that had turned to shit after everyone at the meeting turned /_into_/ their costume.

And all of it/_ALL_/ of them, everyone in Sunnydale, everyone that went to /_any_/ of the four events at all, had gone to one place, the only place really, in town that had costumes to sell. /_Ethan's_/.

Stein didn't know what happened, but he knew the smarmy English son-of-a-bitch that had sold him the stupid "Savage Dragon" costume, something he'd actually bought for the boys, seeing how they loved comic books, was to blame for what he'd become. A monster. And worse of all, a monster that was a cop with a conscience.

There weren't going to be anymore 'underworld' meetings. Ever again.

He'd almost lost his job, and not because of what the Dragon had done at that meeting, but because he now was the Dragon. He was still Stein, but his body wasn't his anymore and he'd finally come to grips that he'd never be "normal" ever again when Robert and William had finally revealed to him that they'd been changed too.

He'd almost quit, but the boys had pulled him out of that, and when it came down to it, he'd fought to keep his job. He wasn't the lead Homicide Detective anymore, but he'd been kept on, mostly because he wasn't the only one that had been changed into something . . . more, or different. And the Chief, who hadn't exactly been untouched himself, wasn't about to get rid of more than half his force just cause a couple of them, Stein included, didn't look human anymore.

Unfortunately, or maybe not, for Stein, the Dragon was damn near invulnerable and stronger than all-get-out. The good thing was that he had control of the strength, and didn't destroy absolutely everything he touched. The bad thing was that it was an absolute bitch to get drunk when your body adapted faster than you could drink it down.

With barely even a buzz, hell not even a buzz, Stein cleaned up his mess of beer bottles and went to get his specially tailored jacket, only one that could fit him anymore, planning on going out to get something a bit stronger. Given that he could leap entire football fields with a thought, and his plan to get passed-out drunk, Stein didn't bother driving. The store was just around the corner from his house anyway.

With a sigh, he shouted up to the boys, "I'm going out for a bit. Don't invite anybody in and . . . well, you know . . ." he trailed off and slammed the door behind him.

/_Wildlife Rehabilitation Clinic_/

"OK, Fearless Leader, where the hell do you go off making a decision like that!" Marco screamed the moment the door to the mostly empty warehouse was closed.

"Which?" Jake honestly asked, "Promising our resources to help those kids, or agreeing to join an organization of superhumans?"

"BOTH! Neither! Either! I don't know! But I'm not their slave just because I happen to be the most brilliant mind on this planet, and probably quite a few others of any consequence."

"You're not the only one that knows how to configure a holo-matrix, moron," Rachel snapped back.

"But I am the only one that knows how to reverse engineer an anti-matter reactor enough to build one with /_extremely limited_/ 20th Century technology!" the Hispanic boy countered.

"But you're not capable of doing that," Jake pointed out. "First of all because of the lack of dilithium, second because it would take you upwards of a few years to gather and then even begin to utilize all the materials required to do it, and lastly because you'd get bored and move on to another project before you'd complete it."

"Is this 'pick-on-Marco-day'? Did I miss it on the calendar or something?"

"Guys," Cassie quietly silenced the room, and not through psychic manipulations either.

"Jake did the right thing, and I'm going to support him as much as possible," the black girl said point blank, she then turned around to start her chores.

The Wildlife Rehabilitation Clinic was an abandoned warehouse just outside the residential zone that Cassie's parents had bought when she was still a little girl. Her father was a practicing physician at the local hospital whereas her mother was Sunnydale's only veterinarian. The clinic was more Cassie's mother's, but both Cassie and her father usually found themselves coming out here to take care of the Clinic's patients. Because the Wildlife Rehabilitation Clinic's patients were injured wild animals that either Cassie's family, or other people brought to heal and then were released as soon as they were able to without immediately dying.

Cassie's chores, when there wasn't a critical patient, were usually just change the water and food, clean the cages, or whatever the animals were held in, and tidy up. Other than that, and the off chance that her mother or father had some free time, the Clinic was empty save for the animals, which were actually pretty few today. Which gave the Star Fleet kids all the privacy they desired.

Recently however, they'd also started using it as their personal base of operations, with Marco, Ax and Tobias using the left over junk and a closed off section of the warehouse to hold their tinkerings and attempts at recreating Star Fleet technology with the limited 20th Century tech they had available. Ax's holo-disguise and a few other trinkets, including a couple Universal Translator Communicators, had seen their birth.

"I don't think any of us," Rachel gave a death-glare at Marco, "are arguing that it wasn't the right thing or anything like that. It's just . . . maybe we had other plans, than joining in with these . . . teenagers."

"Hate to break it to you Rachel," Tobias interrupted, "but we're all about to /_be_/ teenagers all over again."

"Speaking of which . . ." Marco left the statement hanging, giving a meaningful glare in Tobias' direction.

"I don't enter Pong Far for another 17 months Marco," the half-Vulcan griped.

"But do you know what you're gonna do when the shakes start coming on?" the genius pressed. Rachel'd had enough though and slammed the boy's head with a fist.

"He'll do what he does every time Marco, not that it's any of your business!" the blonde shouted in his face.

"Aren't you a little young for that?" Marco replied with a sick grin.

"Y'know buddy," Jake interrupted Rachel's attack, standing over his friend, "you're right, and you musta missed it, cause guess what? It is 'Pick-on-Marco-day'," he then grabbed the boy by the collar and easily lifted him up to eye-level. "You just crossed a line. /_Don't_/ do it again. Do you understand me?"

The humor left Marco's face in an instant and he nodded silently to his commander, "Yes sir," he quietly seriously.

"Been working out Captain?" Ax asked once everyone was back to their respective corners.

"A little bit," Jake answered stoically. "And since we're on the subject, does anyone else have any complaints about my decision to help these children?"

"Only one," Tobias spoke after a full two minutes of heavy silence, "Your calling them children. Yes, we've all experience full lifetimes, and yeah, from our point of view, each of us are in our mid to late forties, if not fifties. 150's for Ax and me," he added. "But. They /_aren't_/ children. In fact from their point of view, we're the children."

"Believe me Tobias, I'm keeping that well in mind," Jake assured him.

"You've got a plan," Rachel observed. It wasn't a question.

"I've got a theory and a hope," he corrected.

"Meaning he's working on a /_detailed_/ plan," Marco added.

"Mom's coming," Cassie suddenly warned.

Unfortunately, Marco had gutted Ax's holo-costume when he was making the psionic suppressor, and while Marco and Tobias were publicly known as being Jake's closest friends, Cassie's mother wasn't particularly fond of them. Especially not Marco. So Ax, Tobias and Marco immediately broke into a mad-dash scramble for the closed off section of the warehouse. Thankfully, they made it just as the front door was opening and Cassie's mother, Katherine Applegate stepped inside.

"Hey guys," Mrs. Applegate greeted her daughter's friends upon entering. "Cassie, did you . . . ?"

"Yes," the young woman answered shortly still sweeping up some hay that had spilled out of one of the lofts. Her mother opened her mouth to asked another question, but before she could even utter a syllable, Cassie answered, "Yes. Yes. No. Not yet. Dad's doing it right now, and yes. Rachel's going to help me on a Social Studies project and Jake and I were going to go to the Bronze after we'd finished up."

Mrs. Applegate stared, stunned, but finally just closed her mouth, nodded her head, and went to check on the animals. Fifteen minutes later, she left, apparently satisfied.

"Isn't it kinda . . . dangerous to do that so openly?" Jake asked. "I mean, don't your parents wonder about how their daughter is suddenly psychic?"

"You must not have been paying attention before Jake," Rachel laughed out loud. "Cassie's always done that with her parents. Nothing psychic about it, she just knows them so well that she can predict almost everything they're going to do or say to her."

If Jake didn't know any better, and if Cassie's skin wasn't so dark, he'd swear the girl was blushing. He decided to let the matter drop for the moment and turned attentions back to the more important matters at hand.

"How long until we can get the phasers back up and running?" he asked Rachel as the three of them went to join the others in the closed-off section.

"I still need to get ahold of those focusing lenses, and of course getting some new casings together, but with access to the junk yard none of that should be a problem," she answered. "I can probably have the initial prototype up and firing by Monday at the latest. Once we've worked out all the bugs, I can have one for each of us, with rejuvenating fusion power packs by the end of next week if everything goes OK."

"Same with the dermal regenerator and emergency fluid and tissue pump. On the latter, all I need are the DNA samples and basic computer core. Marco has Ax working on the smaller units and he's promised at least two fully functional units by the end of the week," Cassie reported.

"Actually, I've just completed the first one here," Ax, now in his holo-disguise and looking like his once human geeky self, reported holding up a small metal cube, no bigger, in fact smaller than a lump of sugar.

"And I need that for the upgraded Tricorder," Tobias argued.

"It's a basic computer model," the disguised Andorian argued back, "Little better, perhaps a bit faster than a 'fully state-of-the-art consumer market computer'. Marco's working on the standard models."

"No, Marco's working on the Main Computer again," Tobias gestured to behind him where Marco was hunched over a crowded and very messy work bench.

"I'll work on the standards," Jake stopped the argument. "Ax, given what we've discovered today, medical takes priority for the moment. Cassie gets this one, Tobias gets the very next one you complete."

"Aye Captain."

"Don't call me Captain, I'm not a Star Fleet Captain, Star Fleet doesn't even exist!" Jake ordered. To which Ax immediately replied with a serious, "Aye Captain."

Rolling his eyes, Jake sighed and went over to another crowded bench and began working on creating a standard computer module. Standard for the late 24th Century that is.

From the very moment that the crew, codenamed "Sigma Squad" by Star Fleet Intelligence, had found themselves in 20th Century Earth, Sunnydale, CA, they'd been doing everything they could to build "survival gear". Thankfully, their communicators, tricorders, phasers, Cassie's Med-kit, and Marco's Toy Box (as he called it), had remained fully functional and "changed" after the spell had worn off allowing them at least some materials to work with instead of going from scratch with whatever a bunch of teenagers could scrap together from 20th Century technology.

Unfortunately, every one of their devices, save the communicators and tricorders, were the standard Star Fleet gear. Meaning they ran on batteries and very shortly after Halloween was over, despite the best attempts at preserving them, ran out of power. Tricorders were actually designed to be adaptable to multiple types of power sources, as they tended to be invaluable in the field and were thus able to be recharged just by routing the power supply to an electrical source. And the communicators were run off of biologics, body heat and nerve conduction and the like. The problem, and the reason for upgrading the communicators and tricorders, was that both required transponders from more powerful computers, so they were forced to turn them into portable super-computers whereas before they'd been the equivalent of Pocket PCs.

Of course the equal advantage and disadvantage of having a team full of geniuses, one of which was a super genius that could rival the android Data in terms of intelligence, was that just upgrading their 'survival gear' soon wasn't enough. Jake might have been joking when he'd told everyone at the meeting that between the six of them they could build their own starship, but he really wasn't. He'd just wanted them all to think he was joking.

Because that's exactly what they were doing. Or trying to do anyway.

But again, it went back to not having enough of the proper resources. Six teenagers, no matter how rich, smart, or downright crafty they were, in the 20th Century had absolutely no way of getting enough raw materials to even /_begin_/ building a shuttle craft, let alone a Galaxy-class starship. That didn't stop them from trying however.

So while the Star Fleet kids might have been a godsend to the X-Slayerettes and the others because of their technology and knowledge, it turns out that everyone else was exactly what the crew that once was Sigma Squad were looking for.

Suddenly Marco broke the intense atmosphere of concentration with an announcement, "OK, everybody come and check this out!"

Curious, as Marco rarely sounded in this good of a mood after a long day, they all drifted over to find him sitting before the modified laptop, which was the current incarnation of their "Main Computer". The fact that it currently had more power and memory space than the most advanced Super computer in use of the day made it acceptable, but compared to a 24th Century Main Computer it was still pitifully slow.

On the enhanced screen, (it seemed Marco had been making further upgrades to it) they saw a sketch diagram of an impressive looking complex. And that was with just the outlines of it, with the potential for so much more.

"OK, I give up, what is it?" Rachel demanded after a full minute.

"Our new base," Marco proudly announced, crossing his arms in a self-satisfied manner.

"The abandoned lot?" Jake's curiosity was piqued now, looking with renewed vigor at the diagram. His eyebrows went up in appreciation.

Tobias gave the typical Vulcan one-eyebrow arch, but remained silent.

"FOUR reactors!" Ax exclaimed after looking more closely at the plans.

"Think we'll need more?" Marco remarked.

"We're going to need a lot of help to even get started on this," Rachel observed.

Jake and Marco's grins were identical as they said together, "We have it."

/_Anime Club house_/

/_Home of Dexter Lee_/

Dexter Lee, since Halloween, expert Go player and master strategist, opened the door and allowed in his girlfriend and the other two members of Sunnydale's Anime Club into his home. Lindsey Cook, Sandra Thompson, and Lance Wolfe all entered single-file, tense looks on their face. Without any preamble, Dexter closed the door and lead the way to the TV room and turned on the news, the LA news as the Sunnydale news wasn't showing what they were interested in. Namely, the mysterious new canyon that had appeared just outside of Sunnydale that afternoon.

Dexter muted it as the reporter started to spout some cover-up involving a gas explosion and looked intently at all of his friends.

Finally he spoke, "I think it's safe to say that KOS-MOS' Hilbert Effect affected more people than just us."

"Y'think?" Lance sarcastically remarked.

"Snyder's one thing," Sandra considered, "but this is something entirely different. I thought only KOS-MOS had that kind of power anyway," she looked over to Lindsey.

The blonde shook her head, denying involvement, "I didn't do that. Besides, my parameters are limited until Shion releases battle protocols." The blue-eyed teen shook her head, frowning at the slip into 'android-mode' as Lance called it. "Sorry, I meant I can't use my, or rather KOS-MOS' weapons until Dexter tells me to. Turning into KOS-MOS is one thing, and using her speed and strength, but the weapons are entirely different."

"And don't forget, Grunide could do something like that," Dexter pointed at the TV screen, "easily. And yeah, Grunide's dead. But there were plenty of other people that night with similar power or abilities. Those two warriors we saw fighting in the sky? And who knows what else was out that night."

"OK, so other people are still connected to their costumes," Lance shrugged and crossed his arms, "So what? What's that got to do with us?"

"We've been real lucky so far," Dexter said, "Nobody's found out about what we can do, and we haven't come across anyone that displayed still having powers or abilities left over from a costume on Halloween. But luck only goes so far. Eventually /_somebody_/ is going to find us and we need to decide soon what to do about it."

"What do you mean Dex?" Sandra asked.

"I've run the odds," he admitted to them, turning the TV off and sitting down in his chair, "most likely to happen when we come across somebody else with costume powers or whatever left over from Halloween, we fight and people get hurt. I'm working with anime-basis by the way, DBZ, Guyver, Evangelion, Gundam. Even in the latter, there's a chance that they may know how to /_build_/ a real life Gundam or Mobile Suit of some kind."

"We could also team up with some other people, build up our fighting force so we're so strong than nobody's going to /_want_/ to fight us. Strength in numbers and that kind of thing," he continued. "But whatever we do, we need to decide on it soon and together."

"You saying we should add membership to the Anime club?" Lance asked, amused.

Dexter opened his mouth to answer, but was interrupted by a blinding flash of light that filled the room. When the light had cleared Lindsey, now with blue glowing hair and flashing red eyes stood in front of Dexter, her arms held up protectively in front of him. Lance and Sandra likewise had flanked Dexter, swords drawn before the light had fully faded.

However, any attack that they'd been expecting never came and the few moments it took for the non-android-cyborgs of them to adjust their vision back to normal was all that was needed to identify that the flash of light had just been the arrival of a unique individual. He was a little less than five feet tall, short black hair and pasty pale skin. Although the patches of white along his temples made him look older and wiser than his actual age, which appeared to be around 17 or so. He was dressed normal, for an introverted geeky teenager that is, but he also had a sparkle in his eye that spoke of wisdom beyond human understanding.

"Greetings," was the first words out of his mouth, he smiled broadly at them and gave a funny little bow. "I'm glad to see all of you are well."

"Who the fuck are you?" Lance point-blank asked, stepping forward threateningly with his sword.

"Oh yeah, forgot you guys didn't see me the last time you saw me," the boy blushed. "Here, this might help," he then waved his hand over his face, golden sparkles trailing behind and instantly his face transformed to one slightly more familiar to the Anime Club.

"You're the Dungeon Master!" Dexter exclaimed as the boy reverted to his original appearance. "Or rather, you're the one that dressed as him for Halloween."

"Correct," he nodded, "but my real name is Jonathan, Jonathan Levinson. And as with you and everyone else in Sunnydale that wore a costume on that night, I retain the powers and abilities of my costume. Which means I kind of have all of Dungeon Master's powers . . . and I know a lot of stuff. Destiny-type stuff."

"Destiny does not exist, it is a human expression of belief in directive and purpose for ones life," Lindsey monotoned, her red eyes flashing with mistrust.

"You'd be surprised," was all Jonathan replied with to that.

"But what I actually meant was that, unknown to most, one of Dungeon Master's powers was the power of premonition. That kinda makes me psychic and I can see all the possibilities of a person's or people's actions and how they affect the world. For the Dungeon Master, that was seeing the fate of his own world and how it connected with others. For me . . ." he trailed off, a haunted look in his eyes.

"Let's just say some of the scenarios I've seen aren't pretty. But there are still some good ones. Still hope. There's even a possibility of an absolute paradise." Jonathan stopped and gestured to a chair and asked, "May I sit down?"

One by one the others turned to look at Dexter. This was, after all, his house. Hesitantly, he nodded and went back to his own seat. The still-blue-haired Lindsey staying by his side, but Lance and Sandra went back to their own seats as well.

Jonathan nodded his thanks and took the seat. "I've been trying to get everything straight in my head, and I've . . . I've tried to, well/_guide_/ events along to the better options for future events. The events of this afternoon were only the beginning."

"You're responsible for that canyon?" Dexter demanded.

Jonathan shrugged, showing a confidence the geek had never had before, "In a way. I was not the one that did it, but I did manipulate events and the people that were directly responsible for it. Although not in the way you're probably thinking. I gave a clue to the ones that needed the warning and were suitably prepared because of it. I had nothing to do with what they were defending themselves against."

"What's that got to do with us?" Lance demanded.

"Lance," Dexter chastised the basketball player.

"It's OK, you do have a right to know why I've come to you. I need your help. And given how your . . . personalities are those that have a particular distaste to being manipulated, I decided to properly introduce myself and explain to you my reasons and then ask for your help in the task that is required of you."

"Required of us?" Sandra repeated, suspicious.

"I don't get the whole picture, but I get enough of it to know what leads to what and what the end pictures look like," Jonathan tried to explain. "I know that there's something about to happen that you have to play a part in. What that part is and exactly what it is, I can't say. Free will plays a lot more into shaping the future than most realize, but I can tell you this much, the consequences of doing nothing or doing the wrong thing are graver and far worse than the worst you can imagine."

"Try us," Lance gave a typical-Kyo-grin.

"The war with the Gnosis, 12th Century Feudal Japan, and fighting killer vampire-like demons that can walk away from being blasted by a tank . . ." Jonathan recited, looking at each in turn, "Yeah, safe to say the consequences are a LOT worse than the worst you can imagine. Trust me in that much at least."

That silenced the club pretty effectively.

Finally, Dexter said, "OK, fine, say we trust you and your . . . visions. What is it that you want us to do? Not that we're going to do it, just so we know," he added when the others glared at him.

"There's a large group of children than need your help and guidance. They were changed as we all were, but in a different form. We became characters of fiction, fantasy, cartoons and the like. They became . . . something else," Jonathan looked significantly more troubled by what he was saying than anything he'd said so far, his eyes glassy as he looked inward.

"On Sunday, go to the park, wait and see. Trust comes hard, but help will come harder than anything. The monsters you see will not be the true demons, and the demons you see are not the true monsters. If you need aid, remember that strength /_does_/ lie in numbers, and friends."

"What the fuck is that supposed to mean!" Lance lost patience.

"Sorry. Sometimes I can't help doing the riddle thing. Unfortunately I really can't tell you more than that. Like I said, free will plays a big part. You don't have to go . . . but I really think you should. You could make the difference, if you're willing to that is. I'll let myself out," Jonathan said once he saw that his welcome had been warn out by now.

"Uh, by the door please," Dexter requested. "I don't think my eyes could take that again."

"Right," Jonathan agreed, "Sorry about that." He then got up, went to the door and left. They could see the blinding flash from under the door that he teleported away the moment the door was shut.

"See what I mean," Dexter remarked to the others.

TBC...


	9. Suffer the Children

/_Suffer the Children_/

Stein groaned as the morning light made its way, somehow, past his eyelids, effectively destroying any and all chances he had of remaining unconscious for any longer. He half suspected that he had chlorophyll in his blood, which could explain why he was so green, but nothing in the comics said anything about that.

Groaning with the effort, which was negligible and more just cause he was a lazy SOB, he sat up and opened his eyes. For a moment he wasn't sure where he was, until he suddenly remembered getting drunk the night before. Finally succeeding after drinking 7 gallons straight of vodka, whiskey, and wine. Unfortunately, he could feel it would be the last time for a while as he could even now feel his monstrous body adapting to the concept of 'Mixed Drinks', giving him a rather . . . unique hangover. Not necessarily painful, but not pleasant to say the least.

Looking around he realized he was in the Park, and it was dawn, probably almost 7 in the morning. He groaned again as he began to (metaphorically) beat himself up for forgetting the boys. He had to get home and get them to school!

Until he remembered suddenly that it was the weekend. Well in that case, they could take care of themselves for a couple more hours.

Looking around, and then down at himself, he saw that he was still in his uniform and it if weren't for the fact that it was stretched tight over his massive body, it probably would have been more wrinkled than a brown paper bag. Grumbling he got to his feet, lost his balance for half a second before catching himself, and then trotted towards home. He took about four steps before he stopped and stood stock still.

From all over the park/_things_/ were moving, emerging from the shadows and various other hiding places. Some only glanced at him before apparently disregarding him as a threat, but most immediately began scavenging all over the park. From the trash cans to around benches, to the playground and trees. There were almost fifty, he realized after a quick count. Then more and more showed up as he just stood there looking at all of them and he knew it was more than fifty. Way more than fifty.

His mind, no longer focused on the problems of his body adapting so he could never get drunk again, searched for a possible explanation for what he was witnessing, and came up with a report that had crossed his desk earlier in the week. Approximately 66 families had come to the police, at first on an individual basis, but then together, saying that their children had been missing since Halloween.

Missing persons weren't exactly an uncommon thing in Sunnydale, but missing /_children_/ were another story entirely. Especially since the children in question were between the ages of 2 and 10. Most younger even than Robert and William.

Stein counted one more time, this time making sure not to lose count or miss any of the things he was seeing. Sixty-nine of them. He recalled that a couple of the families were missing two or more children. Children they had claimed had dressed up as monsters for Halloween. As demons.

If what had happened to him, Robert, William, and most of the town had happened to those children . . . Stein cursed under his breath. Well, it would certainly explain why he was seeing almost 70 mini-demons or other monster-types scavenge the park for food and anything else.

Some looked hurt, they were being watched over by the majority of the others, like they'd been in fights with things bigger and more powerful than even they themselves were and if not coming out the losers, certainly not coming out unscathed. They'd probably run into a few of the /_real_/ demons of Sunnydale, he surmised.

Stein cursed again, this time himself. He couldn't just stand here all day just /_looking_/ at them. He had to do /_something_/! He was a police officer after all, and these . . . /_kids_/ were just as young, if not younger than the two boys that had wormed their way into his heart. Decision made, though really it was just a decision to /_do something_/, nothing on what that should be, Stein stepped forward and began walking towards one of the . . . one of the missing children.

Unfortunately, as he did, he didn't notice the group of four teenagers entering the park and witnessing the same scene that he'd had.

"Oh my god," Sandra whispered in horror, unable to fully comprehend what they were seeing.

"Anyone else want to doubt what Jonathan told us?" Dexter asked his closest friends with a cold tone, his green eyes not once leaving the scene before them.

"How the hell does he expect us to help these . . ." Lance almost said 'monsters', but changed it at the last second, "...kids?"

"How about we start by finding out why they aren't at their homes and instead are scavenging for food and clothes in the park," Dexter suggested.

"They look kind of skittish, which one of us should . . . you know?" Lindsey asked.

"How about we try talking to the bigger ones, they might be the least skittish of all of them," Sandra suggested.

"Sounds like a good idea," Dexter agreed.

"Hey, how about that one?" Lance pointed. They started forward, towards the demon Lance had pointed out to them.

"Lindsey," Dexter suddenly stopped them, "Priority Command: Authorization Shion-Dex-Alpha-Alpha-13765-Delta-Anime. No matter what happens, as long as we're in the Park and are trying to talk to these . . . Demon-kids/_remain_/ Lindsey and do not display anything . . . KOS-MOS. Understood?"

"Understood Shion," Lindsey 'automatically' responded. She blinked once and then seemed to return to normal and looked at her boyfriend with a confused look.

"We don't want them spooked, and we want them to trust us, and if you're going KOS-MOS on them anytime one gets too near me with its claws . . ." he left the explanation hang, but they all nodded in understanding.

"Y'know, you can't blame me for being a bit protective," Lindsey whispered to him as they walked onward. Dexter simply gave her a shy, yet confident smile that made her blush.

They approached one of the larger . . . creatures, which was wading through the contents of one of the garbage cans around the park. At first it didn't even register at seeing them, but when Dexter tried to reach out and tap it on the shoulder, just to get it's attention, it jumped away and hissed at him before he could even get close.

Startled by this sudden reaction, the teens all jumped, but Dexter put his hands up and gently insisted to the demon, "Whoa! We're not going to hurt you, I swear. Not like we could either! We just wanted to talk, that's all."

Given how the creature was still shrinking away from them and hissing like some kind of snake that never ran out of breath, (or whatever it is that snakes use to hiss), Dexter began to have second thoughts on his plan. Like maybe letting KOS-MOS or Lance handle the direct dealings with the children or something to the effect where he wouldn't get hurt.

"Do you think they even understand English anymore?" Lindsey asked him.

"Of course!" he exclaimed. "They may have been transformed, but they're still children, and if they ever understood English to begin with, they should still be able to understand us!"

During his rant, the creature seemed to have paused, taking the strangers in with a new light. Finally, in a gravelly, rumbling voice, it asked them, "Who . . . are . . . you?"

They all looked at the demonoid with surprise and a bit of shock. Finally, Dexter got over his shock and answered, "Uh, my name is Dexter, this is Lindsey, Lance, and Sandra. We . . . well, we understand what happened, and we're wondering why you kids aren't at home with your parents."

The beast shook its head. "Not all of us can control the change yet. They kicked the ones that couldn't out, calling them monsters. The rest of us joined them, to help, but . . . look, none of us want to go on living this way! But until we're sure . . . that all of us can go home, none of us are going home."

"That's insane," a strange voice from behind them spoke up.

They all turned, surprised and then shocked as they saw a miniature green mountain, with a fin on top of it's head, standing there, wearing a police uniform and a trench coat.

"Whoa..." the child-turned-demon exclaimed, "You're the Savage Dragon!"

A look of annoyance and frustration crossed the block of green muscle's face, but he just gruffly nodded. "My /_name_/ is actually Stein. Detective Stein, of the Sunnydale Police Department. And you're telling me that all the kids that have been reported missing and as runaways these past coupla weeks . . . has been all of . . . these . . . ?" he trailed off, looking around the park at the varying number of demonic entities.

"What's your name?" Lindsey gently asked the one in front of them.

"Ch-Chip," he answered hesitantly, then with growing confidence, "Chip Bishop."

"Bishop!" Stein exclaimed. "Geez Louise kid! Do you have /_any_/ idea how worried sick your mother is!? She's the one that got all the parents with missing kids together! Let me tell you, she's been screaming blood murder at City Hall's doorsteps since the day after Halloween!"

If the teens and cop didn't know any better, and if they understood anything about demon physiology, which they didn't, they might believe he was blushing, not that they could tell.

"Is your brother out here somewhere?" Stein demanded to know.

Chip just nodded, still staring in awe up at the comic book superhero come to life.

"Good God," Stein mumbled as he rubbed his face in the mounting frustration and complication that this situation had brought him to. "OK, we've got to get you kids off the streets, sooner rather than later. Then we've got to call your parents . . ."

"NO!" the demon exclaimed loudly, drawing all the attention in the park right down on the small group.

"You don't understand!" Chip continued before the teens or Stein could interrupt him, "Our parents aren't going to take us in like this! It's too soon! There are still some of us that can't control the Change, and none of us are going back unless all of us are going back!"

"Change? What change?" Sandra asked. "You've mentioned it before, what do you mean by it?"

Chip looked around, seeing all his "friends" gathering in close, and they were more curious than frightened by these people that had found them, so he decided to go ahead and show them. With a grunt of effort and closing his eyes in concentration, the demon-child before them began to shimmer and morph right before their eyes. Moments later, the transformation, or Change, was complete and standing there was an innocent-looking human boy, in some ragged clothes that were both too big and too small for him.

Stein immediately recognized the picture of Chip Bishop that he had pinned to his peg board in his office at the station.

"Fuck me," he cursed as yet another facet of his life went out the window.

"You mean that you can change back and forth between your human form and your costume form?" Dexter, ever the strategist, questioned.

Chip shrugged, "Not all of us, not yet. And unfortunately, we aren't changing back into human form, we just make ourselves look human. I'm . . . I'm still a demon, I just look human, like I did before. And we aren't going back until all of us can do it! If our parents . . . if our parents ever saw us like this," he shimmered and reverted back to his demon form, "they'd disown us, throw us out on the streets, or worse give us to the government for study or something like that. Some of them /_did_/ throw us out on the streets, screaming that we weren't human and had eaten ourselves. And . . . we don't have anywhere else to go right now."

Stein sighed, making a stupid decision without even bothering to think it over.

"Well, for right now, you do. The YMCA is open and the owner owes me a favor or two. Your four," the green-muscled police officer pointed at the Anime Club, "escort all of these kids to the center, down off of 3rd and Bleaker. You know where it is?"

"Yes sir," Lindsey dutifully replied, her computer mind pulling up the information in a microsecond.

"Fine. I'm going to get some . . . decent food and breakfast for everyone. I'll figure out what to tell the Captain later. Go on, get outta here, I've got some thinking, and shopping to do!" the Savage Dragon growled and then turned to stalk off.

"Was that a superhero?" another of the child-demons asked.

"I do believe it was," Dexter replied with a smile, then turned to Lindsey and the continued on towards the youth center.

"It's early Marco," Rachel growled at the Hispanic genius, "Too early."

"And yet you still seem to find the time to make yourself look beautiful, huh Xena?" he retorted while maneuvering himself around some more debris.

"What's he talking about? She didn't dress as Xena?" Kevin asked Jake as they all worked their way through the remains of the abandoned lot.

"Don't worry about it Kevin, old joke," the former Star Fleet Captain explained.

"It's not that early Rachel," Cassie consoled her friend.

"It's too early for manual labor," came the nasty retort.

Everyone had gotten up early, and it was /_everyone_/, as all the ones from the other day's "Battle Royale" no matter which side they'd been on, was here to witness the start of something really cool and to help however they could. Marco Sanchez was the leader of this little expedition, and he was carrying with him just a modified tricorder, and an isolinear chip, to which he had downloaded all of the specifications needed for the base that they would build here that he had drawn up the night before.

"OK," Marco announced once he got to more or less the center of the destruction and flat enough ground, with everyone gathered around, "first thing's first, we've got to clear a lot of this debris, just . . . shove it all off to the side! I'll figure out what to do with it later."

Everyone just kind of stared at him for a while, ticking him off just a bit. Seeing this reaction in his friend, Jake stepped forward and shouted so he could be heard, "All right! You heard the man! In matters like this, we do what Marco says, even me! And this may seem like a lot of work for the weekend, but believe me, it'll be worth it! You all remember what we showed you earlier, right?" He referred to the holographic 3-D display of the plans that they'd shown everyone before arriving at the lot.

That seemed to get everyone motivated, but it was still Buffy, the Slayer and with her mutant-boosted Slayer strength that got to work first, everyone else falling in after her. Mostly just tossing boulders about, or throwing the debris into a large pile somewhere.

By early afternoon, a surprising amount of the garbage was cleared up, with the help of multiple super-strong individuals, at least two powerful telekinetics, and Marco and the other Star Fleet kids supervising. Enough that there was now a nicely clear staging area. Utilizing the tricorder, the young genius brought up a hologram of the basic design of the new base.

"OK, as great and fortuitous as this crater is for us, it's still not quite enough," he told the gathered, "We're going to need to do some additional excavating. But, good news is that now that this much is cleared, the rest of us can start getting to work making the walls and floors of this place."

"OK, you, you, you, you and . . . you," Tobias pointed out Willow, Fred, Prime, Captain Marvel and Robert, "start looking for every piece of metal that you can find, no matter how rusted or bent and broken, and bring it over there in a big pile!"

"All right!" Ax shouted, stepping forward with his own shovel, "You all!" he gestured to a massed up group including Tim, Buffy, and Sydney/Iczelion, "Grab what you need and let's get started digging!"

Buffy shrugged and took her shades completely off and away before turning to a caved in portion of the underground cavern and let loose with a constant stream of optic energy, pulverizing and obliterating the rock and debris faster than dynamite could. And in a more controlled form as she continued to walk forward, keeping her gaze steady as she proceeded to 'free up' the tunnel once more. Taking this as an example, those that could, quickly turned their own destructive energies against the rock walls and began to blast with real enthusiasm, enjoying themselves as though it were all some kind of game.

"Hey ice dude," Rachel called out.

Grumbling, Xander walked up and corrected her, "It's Iceman. Blondie."

Arching an eyebrow in impressed curiosity, she ignored the returned slight and gave him her request, "Think you could pop up some ice cold drinks for everybody? This is thirsty work, I'm sure you can imagine."

Scowling in outrage at being reduced once more to the snack gopher, he almost walked right out, after sending a Freeze Ball up the girl's ass, but he stopped when the other girl, Cassie came up to him and calmly explained, "Please Xander. Dehydration is a big concern, especially since we don't know how much energy everyone's using up when they use their powers like this. At the very least we're going to need a steady supply of water, and maybe something else to keep us cool."

"Oh, well, why didn't you just say so," Xander was suddenly all smiles, "Cool, I can do," he said as he transformed to Iceman and then pointed upwards with both hands. Twin ice beams converged about ten meters high and where they did, a giant ice globe began to form, until it was the size of a large building. Xander then shot one of his hands down and constructed ice-supports underneath the shadow of the globe to keep it from crushing them. Moments later, a cold wind seemed to come down off of it, cooling everyone working hard, and rivulets of melt water began pouring down the supports into icy basins that Xander had thoughtfully added.

"Anything else I can do for you ladies?" he asked with a cocky grin.

Now duly impressed, Rachel gave the teen an appraising look. "We'll let you know. For right now, it looks like Jake has a job for you," she pointed behind him. Grinning and giving a two-fingered salute to the young ladies, he turned and went towards the unofficial leader.

"He's kinda cute, huh Rachel?" Cassie teased her friend.

"Shut up! And get back to work!" the blonde beauty ordered. Cassie just laughed at her.

Those not digging, and those not scavenging for metal, and those not of the few still clearing debris, circled around Jake and Marco as the two began to make plans for actually constructing something. By mid-afternoon, the debris had been completely cleared away and a large portion of the excavating had been completed. Working together, Willow and Fred had managed to keep the shack in one piece and set off to it's own side. Jake and Marco had decided to keep the base subterranean, which would mean that the "Abandoned Lot/Junkyard" would still need to be maintained as a cover.

With ¾ of the five square acres cleared, and the ten mile trench going further out, they'd managed to stabilize the pit and discovered a few things. Not the least of which was the source of the smell they'd detected since first coming to the lot. Apparently Fyarl demon feces is rather pungent when piled together and left to fester. They finally resorted to using a combination of Joyce's and Amy's magic, Scott wishing the pile of crap didn't smell so bad, and Joyce teleporting it away where it'll harmlessly finish decomposing.

By the "end" of the day, rather than a war zone aftermath, the pit actually looked like it could eventually be something constructive. Of course the Star Fleet kids still hadn't figured out a way to rework the metal that they'd gathered, and as useful as it was, they would require a great deal many more resources before they could even technically get started on it.

Everyone satisfied with a job well done, and a day of play for those that really got to let loose with their powers for once, they went home just before nightfall, all a great deal more friendly with one another, and the beginnings of the group that, according to the Dungeon Master, would set out to change the world.

/_Sunnydale YMCA_/

/_Evening_/

"Holy bejeezez!" the Chief cursed, his eyes wide and his palm grabbing his forehead to forestall the oncoming migraine for as long as possible.

"I was a little bit more colorful in my word choice first time I saw it," Stein commented, "But it'll do. What do you think?"

"Think? What do I think? I'm not sure whether to cuss you out and demote you to cadet, or recommend you for a commendation and the next in line for my job! Do you realize . . ." the Chief trailed off, rubbing the sweat from his face as he turned and lead the Dragon out of the room and into the hallway. "Stein, are those really all of the missing kids?"

"I checked earlier and the teens, the ones that got 'em all here, got all the kids' names. So I ran it against the list at the station and with the exception that there about four more kids here than were reported missing, yeah, this is them. And let me tell you chief, they've got quite a tale to tell."

"No shit!" the Chief cursed, running his fingers through his thinning hair as he paced in front of the door. The Chief of Police was one of the very few humans still in Sunnydale that managed to escape, so to speak, being changed on Halloween, thanks in large part to him deciding to escort his own kids on Halloween and had foregone wearing a costume, instead wearing his old street-beat uniform, buying nothing from the costume shop "Ethan's".

"This could get ugly Stein, I kid you not," the middle-aged man said.

"Ya mean the demon thing Chief?" Stein clarified. He snorted in derision, "Please! After Halloween, y'think anyone in this town doesn't know already, or won't find out soon enough? So we keep the press out of it and contact the families discreetly. Besides, they can change their appearance, look normal. You probably saw some of that in there already! Worst case scenario, we wait until they can all do it. Either way, it's better than letting them stay on the streets, scrounging for food and clothes and a safe place to go to sleep! And away from the /_real_/ demons that are out there."

"True, you've got a point," the Chief admitted.

"But in the mean time . . ." the green finned mass of muscle lead.

The Chief sighed and rubbed his face one final time. "Until we get them back to their homes, they stay here. I'll take care of the paperwork. You've got it squared away with the director?"

Stein nodded and then gestured to the ceiling, causing his boss to look up and see a blue-furred beast hanging there. "Allow me to introduce Henry Stevens. He's an old friend of mine, and, obviously, knows exactly what these kids . . . and me . . . are going through. He's more than willing to help out, right Hank?"

"Of course David," came a surprisingly normal and even cultured voice from the blue-furred beast as it casually dropped from the ceiling and landed easily on its feet. "I'm more than willing to provide room and board for all of the children. Unfortunately, while I am the sole proprietor of this establishment, I'm far from wealthy enough to enlist unlimited resources in regards to the proper care of over fifty juveniles. And so if the Police Department is willing to provide monetary compensation, or even to, as you might put it, foot the bill on food, I assure you that there will be no unjustified further cause for recourse."

The Chief just stared at the beast for a couple of seconds, blinked heavily, before finally replying with, "Uh . . . OK then. Well, I'll, uh, yeah, go and fill out the paperwork, set up either some kind of loan or make a deal with one of the local restaurants to get the kids fed and stuff, and . . . then we'll see about contacting the parents tomorrow. Right now, well, I don't see any reason why they can't spend the night, right?"

"Of course, not a problem at all," Director Stevens waved the Chief off. Nodding one last time, the Chief of Police scurried off, leaving the two changed-individuals alone in the hallway.

"Thanks again Hank," Stein said, offering his hand in friendship.

The blue-furred man looked at the green-skinned limb for some silent, tense-filled moments before looking back up at the larger creature. "I owed you a couple favors Stein," he almost growled, his voice still cultured and intelligent, but decidedly angry. "And I feel for these kids, I really do. But don't mistake compassion for friendship."

Stein squinted in anger, withdrawing his hand, scowling at the beast. "I wasn't offering friendship, I was saying thank you. And for the last time, I was not in control! Can I help it if the Dragon was some kind of goody-two-shoes idealistic cop? Those men were some of my . . ."

"Don't say friends!" Stevens growled. "None of us were /_ever_/ friends! We were the god-damned black market! Still would be if half of them hadn't been killed by you and the others! I'm just damned lucky I was late and even more lucky that my wife dressed as Mystique!"

"You know what Hank, forget I said anything!" Stein growled back. "It's for the kids, and none of them deserve this, that much we agree on, right?"

The Director of the Youth Center merely growled out an affirmative, and then turned and stalked off, at the end of the hallway actually jumping back onto the ceiling and crawling off that way. Stein sighed and then turned down the opposite direction and planned to head home. Maybe grab a pizza on the way for him and the boys to eat.

Inside the room that the nearly 70 demon kids had been placed in, which actually was the open-court gymnasium just filled with cots and sleeping bags and 70+ child-sized creatures, Lindsey turned back to Dexter, having conveyed the conversation that had happened just outside in the same manner that KOS-MOS had spied on Grunide and his lackies during Halloween.

"That riddle is suddenly starting to make a whole lot more sense," the Anime-geek-turned-Go-player said.

"What do you mean?" Lance questioned.

"Lindsey," Dexter requested, and after a moment of her eyes flashing red for half a second, she repeated, in Jonathan's voice, the riddle the Dungeon Master had given them the day before.

"Trust comes hard, but help will come harder than anything. The monsters you see will not be the true demons, and the demons you see are not the true monsters. If you need aid, remember that strength /_does_/ lie in numbers, and friends."

"Help seemed to come easy enough," Sandra commented. "That cop and the YMCA Director were willing to help out."

"That doesn't mean anything," Chip snarled, in his human guise as were as many that could be. "They only helped us cause they're in the same boat, only they aren't demons! They're superheroes!"

"The trust," Dexter interrupted in order to explain, "was the trust of the kids here. We had to do some major convince every step of the way here. And what Stein and Stevens are doing for them . . . well Chip is right, they're doing it more for themselves than to really help anyone else. And the real help needed . . . Stein and the Police department aren't going to be able to provide it. We're going to need serious help, but from people genuinely wanting and willing to give it. Harder than anything is right."

"And the rest?" Lance questioned.

"I think I've got that part figured out," Lindsey said. "The monsters you see will not be the true demons. Stein, Stevens, even the chief of police that was just here. They're acting, and in a couple cases look like real monsters. Selfish, arrogant, evil-worshiping monsters. But they're not the real bad guys. And the demons," she gestured behind them at all of the demon kids, "is a bit self-explanatory, but I've got a really bad feeling that the real and true monsters are yet to come."

"Our parents," one of the other kids said, very said.

"Not all of our parents are bad people, and not all of us were thrown out before," Chip protested to the older teenagers. "But we all made a pact, to not go home until all of us get to go back home. And for that we need to perfect the Change!"

"Yeah Chip, you're absolutely right," Dexter agreed with a smile, patting the kid on the back. Then he turned and shared a look with the other club members, making sure none of the kids could see his face clearly. It was a look of foreboding dread. And they all shared it with him.

/_Sunnydale General Hospital_/

/_Evening_/

"You can come in now," the doctor said as he left the hospital room.

Mark almost forced his way in, his friends and girlfriend trailing in after the doctor had left to speak with the Kendall's. The last one in made a point to close the door behind him and then turn the blinds so no one would be looking in.

Mark was beside his sister's hospital bed in an instant. He looked her up and down, her body still heavily bruised, an IV in her arm and a heart monitor hooked up under her flimsy hospital gown. He didn't even need his extra senses, past experience with his sister giving him all he needed to know that she wasn't unconscious.

"All right bimbo-breath, stop faking, I know you're awake," he teased.

Her eyes snapped open, full death-glare aimed right up at him. "Get me out of here," she hissed. "I need to kill her!"

"Yeah well, the best way you're going to accomplish that is with a nuke, and I don't see you as the type that could either get a hold of one, or build one in the basement."

"Shut up! I need to get better, stronger! Gods, if only there were some ambrosia still left in the world! I could become a goddess and tear that shrew apart with my bare hands!" the blonde raged.

"Yeah, and I'd still put my money on Cordelia, the Cordettes, and the X-Slayerettes, not to mention all their other friends," her brother informed her. "Harmony, seriously, you need to stop before you get yourself killed! Cordelia held back and for the simple reason that she's still learning how to control her powers, did she wind up not killing you by accident. You're my sister. I don't want you to be one of the unexplained deaths I'm going to read about in the school newspaper."

"Shut up dweeb! Now either help me get the hell out of here, or just get the hell out!"

"Hold her down," Robin told the other two, who immediately complied, while the young brunette grabbed the blonde by the throat and covered her mouth to muffle the shouts of outrage.

"Shut UP bitch!" the girl hissed into the other's face. "Mark is trying to tell you something important, he's trying to get you to understand something, but you're too fucking blinded by your hatred of a girl that is just too powerful for you to handle. Now you WILL shut up and listen, or I promise you that you're going to be in this hospital for a few /_more_/ weeks!"

Harmony tried to struggle, but the "Blues Brothers" had the advantage of leverage and more pure muscle strength, and she was starting to feel the effects of Robin choking her already crushed larynx.

Finally she stilled enough that Robin removed her hands, but the boys maintained their hold while Mark looked on from the sidelines. "What the hell do you want?" Harmony asked.

"Mostly to point out common sense sis," he answered. "The Gamesmaster had his shot, and he used his power to make slaves. Buffy, Cordelia, all of them, now it's their turn, and they've started by forming a coalition, unity through difference, all that shit. They might actually have a chance. See Harm, I wasn't always the dweeby little nobody you and everybody else thought I was most of the time. I was just biding my time, waiting for the right opportunity, and the right chance, and the right . . . people."

He walked over to the other side of the bed so she could see him clearer, "Halloween was the right chance, and I've got power, almost more power than I know what to do with. For starters, I'm a daywalker, and not a daywalker version of the pansy-ass minion vamps running all over town, I'm the breed straight from comics, movies and the legends themselves. A Slayer is nothing compared to me. But, as controversial as it sounds, that's in regards to a 'regular' Slayer. Buffy Summers ain't your average run of the mill Slayer, and that was before Halloween."

He walked back to the other side, "Now she's gathering an army of people just as powerful or more around her. So I have to pick the winning side early, otherwise it won't mean anything. Chances are, it's looking that way anyway, that it's going to be Buffy, Cordelia and all of them. And whether or not they're going to win in the long run, until they do, one way or the other, they're going to be a force to be reckoned with."

He went to the end of Harmony's bed and placed his hands on the foot boards, staring right into her eyes with his cold, dead ones. "You're not going to ruin my opportunity Harmony. If you keep going after Cordelia like this, eventually they're going to stop you, or they're going to ask me to help them stop you. Now . . . /_if_/ I promise to help you get the power you crave so much/_if_/ I promise you Cordelia Chase's head on a silver platter/_if_/ I give you what you want the most, will you do what I say, when I say it, no questions asked?"

"Yes!" she answered immediately, without thought.

"You should think about this," he interrupted her, "You should think long and hard about this. Because I might just ask you to leave Cordelia completely alone, or I might even ask you to pretend to be her best friend again. Think you could do that without giving her even a /_hint_/ that you still want to kill her?"

"I don't want to kill her," Harmony said, surprising them all. She retaliated by jerking her arms up and grabbing Russ and Jamie by their throats. "I want to /_destroy_/ her!"

"I can help you do that to," Mark promised, "/_IF_/ you do what I say. Think about it. Oh, and let them go, I haven't turned them yet and they still need to breath."

Harmony sneered, but did as instructed, letting the two teenage boys fall back, gasping for air. "We're done here," Mark announced, taking Robin around the shoulders and leading the way out.

Harmony glared at her retreating brother's back, and so was able to see when Robin turned to flash her a condescending grin, pointed canines right out front and a devilish gleam in the brunette's eye. It certainly gave the socialite-turned-warrior food for thought as the doctor and her parents came in next.

Things were moving too fast and not fast enough, Jonathan thought, coming out of the trance of another vision. Why the never showed the Dungeon Master doing that on the cartoon, he still hadn't figured out, but he guessed it was just Chaos filling in the blanks.

He'd started the steps towards the HSL, the eventual evolution of the tentative alliance formed during the Battle Royale. That which would one day evolve into the very organization that would protect the Earth from wave after wave of oncoming destruction and would wipe out the scourges of the universe, among them, again eventually, the Wraith of the Pegasus Galaxy, Wolfram & Hart, help in defeating the Goa'uld, and even the Ori.

But there were many pit falls along the way, lines, choices, events where things could go horribly wrong, either stopping the League from ever being formed in the first place, or destroying it before it could even do its greatest works. It was a precarious slope, to say the least, and while he certainly wasn't alone in his quest, it was getting more difficult because of the biggest of all of the chasms, the one that posed the greatest threat to the HSL and would one day be their worst enemy, what was already humanity's worst nightmare.

He had to do more, take more steps to circumvent it, or at the least slow it down, if not outright cripple it. Which was difficult enough, given that it was already aware of him and the beginnings of his work. He hadn't done anything to Gamesmaster, but he had gathered the core sooner than they might have without his interference.

Personally he thought that it should have happened sooner, but for whatever reason, the soonest he could get Buffy and her friends, the Slayerettes, or X-Slayerettes as Xander was calling them now, to take notice of the rest of Sunnydale and get them to explain what had happened, thus opening the doorway for what was to come, was two whole weeks after Halloween was over!

Maybe . . . /_it_/ had already been working against him, but no, he realized. It wasn't that . . .

It had been the Hellmouth, no doubt about it. That or the Mayor had cast a spell a hundred years ago or so to blind the people from the Truth. More so than what they usually would do themselves that is. Either way, people were no longer blind. They couldn't afford to be. Chaos had spoken and they were all changed.

Now it was time to deal with the consequences.

The /_Apocalypse_/ was coming . . .

TBC...


	10. Star WHAT!

Title: Chaotic Circumstances

Author: Joshua

Disclaimer: Yet another post-Halloween costume AU BtVS crossover.

Summary: The gang, on a whim, dressed up as various X-men, and Ethan's was the only shop in town to boot so EVERYBODY changed. Buffy, as a joke, went as Cyclops, Willow as Jean Grey i.e. Phoenix, Xander went as Iceman, and Cordelia went as Rogue. Meanwhile, the rest of

Sunnydale dressed as everything from storybook monsters, Hollywood productions, comic book characters, to creative 'self-costumes'. Not to mention demons, vampires, and werewolves OH MY! This is just as much their story as the Scoobies now.

AN: I blame ziziggy123 author of "Sunnydale Berserker" and Anime Ronin author of "Of Scoobies and X-Men" for the inspiration, if you want to call it that, for this little piece of fanfiction. Mostly it came from _Berserker_ in seeing how Buffy and the brand new Xander aka Wolverine were getting along and it struck me as peculiar that "Wolverine" just _NEVER_ gets along with a person named "Summers". Then I started brainstorming 'What if' Buffy did dress up as Cyclops, and it became permanent the same way Xander dressing up as Wolverine did? Then I went further, and further, and further still and came up with all that follows. If you like, GREAT! If you don't, shrug eh, that's ok too.

AN2: I am always open to input, that is not pure uneducated dribble that is often referred to as "Flames" and usually involve cursing. Sometimes in numerous languages as well. But if you have constructive criticism, I always listen and try to reply to such, and if you have suggestions about where to go from here, those I REALLY listen too and enjoy and always reply back to.

E-mail/Reviews: Always welcome

Story:

_Star WHAT?_

(the Stargate, Star Fleet Kids, Jedi Knights and Trio, and Iceman)

"Careful, careful, careful, all right now gently put it in place!" Marco Sanchez supervised as several of the 'strong' types carefully used their various types of super strength in putting one of the support beams in place. Then the couple that were both super strong and had heat vision, or variations, began to weld it in place. "Nice job everyone!" Marco gave them some applause before moving quickly on to the next crisis that needed his supervision for the project that was the groups new home base.

"Marco," Jake Berenson, Marco's best friend and 'Fearless Leader' called him over, "we need more excavation done if we're going to have enough room for this bottom-level bunker you've got here in the plans. We need Buffy and Robert for that though."

"Well, there they are Jake," Marco gestured behind him while he went over to get a drink of water from the 'ice fountain' the High Schooler known as Xander had made for everybody, "ask them. I'm not the boss, that's you."

"Yeah, but I get the feeling they need to finish putting those supports in place, which is why I need you to figure out a way for them to finish that up quickly enough, please," Jake retorted with good humor.

"Actually," Marco said after swallowing his drink and looking over at the group, "it looks like they're almost done. Just two more needed, everything else has to wait until we get the wiring set up. And if you can get me the telekinetics from Ax and Tobias, I can give'em to you now."

"I thought you kids were supposed to be building this for us?" Xander 'Iceman' Harris said as be passed by with a couple buckets of nails.

"We're supervising," Jake and Marco replied in tandem, giving the teen teasing grins.

He grumbled to himself as he walked off.

"I'll see what I can do, but get those supports up as quickly, and securely, as you can," Jake ordered as he walked off to the still-open area of the abandoned lot.

"Ax, Tobias," Jake nodded in greeting as he joined them in observing Willow, Fred, Joyce, Amy and a couple of others as they attempted to fuse pieces of spare iron and metal into solid steel support frames shaped according to the design Marco had mapped out in the architectural design.

"Captain," Ax greeted stiffly, while Tobias just grinned.

"Ax, don't call me captain," Jake sufferably ordered.

"Aye Captain," the Andorian replied.

"What's up Jake?" Tobias asked as he held up his tricorder, scanning for any defects in the newly completed support beam.

"Willow! Fred!" he called instead of answering immediately. To Tobias, he said, "We need to do some more excavating, and Marco needs our resident telekinetic psychics to take over for Buffy and Robert and Tim. Can you handle things without them for a few minutes?"

"Yeah," the half-Vulcan answered, "they've just been bending and shaping the metal, mostly Joyce and Amy have been the ones that are actually making the materials. Speaking of which, we're just about out. I calculate we only have enough for one more supply of the smaller support beams, and those aren't being shaped yet anyway."

"Hey Jake, what do you need?" Willow bubbled as she and Fred floated down, each covered in their respective colored auras.

"Actually, it's Marco that needs your help. We need Buffy and a couple others to go down for some more excavating, so would you and Fred mind helping with the support beams and welding them in place? Maybe even go over everything already done to reinforce it some more?"

"Not a problem," Willow happily took to the air again, heading over to Marco's area "underneath" the part of the lot they had rebuilt and needed the support beams already in place for as the base was, eventually, going to be entirely subterranean. Fred, a beat behind the older teen, just smiled and nodded and, doing a few aerial acrobatics along the way, followed her.

"I'll see what I can do about getting us some more raw materials," Jake promised. "In the mean time, check with Marco to see what we /_need_/ before we can safely leave for the day, then ask Joyce and Amy, or rather Scott, if they can provide it. If not, let me know so I can think of something."

"Will do," Tobias promised.

"Aye Captain," Ax dutifully replied.

"By the way, have you seen the girls?"

"Last I saw," Tobias answered his friend, "they said they were heading towards the Clinic to work on a couple of the 'projects' that we're going to be needing here pretty soon. I'm going to do my best to finish the next computer core, but it's still a couple days away at best."

"That's fine. I'm going to have to clock some of my own time on the Main Computer and the new phaser design. Although knowing my cousin, she's probably already got it finished and ready for production."

Jake finished making sure that everything was running smoothly enough before jogging back over to a downward spiraling tunnel that had been started only that morning in order for the multi-tiered subterranean base to actually be constructed one level at a time. Fortunately, it seemed that the Fyarl's, the previous and rather unfortunate occupants of the cave system had already started a crude and rather basic beginning to this particular tunnel, they'd just . . . expanded it a bit. Unfortunately for the still growing group, the collapse and cave-in had collapsed a number of these already opened tunnels, hence the excavation.

Jake quickly caught up with the group of "diggers", Buffy Summers, Robert Clarkson, Sydney Pierson aka Iczelion, Tim Smith, and a new member by the name of Courtney Rodson who had dressed as "Stargirl", and lead them to the next area they needed cleared. It was roughly three "floors" down, and they only had to walk a further 10 meters into the cave before coming to the collapsed section. Thankfully, Jake had made sure to already have sufficient lighting this far down before even bringing anyone else, so they could see well enough. Still, between Buffy's crimson glowing eyes, Tim's glowing nega-bands, and Courtney's glowing cosmic rod, they had plenty of light.

"Any particular direction Jake, or just straight ahead?" Buffy asked the chosen leader, more for the fact that he was a natural leader as much as he had nearly a full lifetime of experience at being one.

"Give me a second," he mumbled as he pulled out his personal tricorder and took some readings. After a bit, he nodded as he confirmed and then pointed at the direction he wanted them to blast. "OK, that wall is the thinnest point between here and the next chamber. Best to start with a small hole, prevent another cave-in if we can."

"Still," Courtney perkily pointed out, "between me and Syd, we can handle it if it does cave in, right!"

"Until we run out of air," Tim countered.

"I'll go first," Buffy interrupted before Courtney could respond.

Keeping her eyes locked on the point Jake had indicated, judging by instinct how much 'power' to use, the mutant Slayer let loose a powerful optic blast. Yet as they had already discovered in all their digging and building, stone didn't blast away as easily as soil and dirt did, so while Buffy made an impressive dent in the rock wall, after about a minute, it became clear it would take a bit longer or a bit more for her to break through on her own. Thankfully, she wasn't on her own.

When Buffy stopped to catch her breath, Tim stepped up to the plate, pointing both his closed fists at the dent and let loose with cosmic power into nega-blasts, which nearly atomized what remained of the rock as it was. Two more successive blasts and after the dust had settled enough, they could see they had broken through, but it still wasn't enough to make a passage through.

"Sydney?" Jake asked, "Do you or Courtney want to take the rest? I'm not sure I want to risk another of Tim's nega-blasts, and Buffy is running low on energy as it is."

The armored warrior looked over at the other girl and shrugged. "Courtney can take this one if she wants. I've had my fun blowing up stuff today," she giggled.

"Cool!" the blond teen crowed and stepped forward, pointed the business end of her cosmic rod at the hole. "FIRE IN THE HOLE!" she screamed and a bolt of devastating energy tore through the air and atomized what remained of the wall and even cleared well into the next chamber for several meters. Surprisingly, there was little dust from such an impressive explosion.

"Nice," Jake commented with approval, checking out the new passage.

"Thank you, thank you," Courtney bowed, soaking in the praise.

Buffy raced forward suddenly after they'd all stepped through into the new chamber. They called after her into the darkness, only their personal methods of illumination helping them to see in the new chamber.

"Jake!" the older blonde cried out.

Quickly, they all raced to where they saw the girl's crimson glowing eyes, and began asking all at once if anything was wrong. Instead of answering, she just continued to stare up at what she had found. A moment later, they all turned and looked as well, Courtney raising the illumination of her staff so they could all see, and Jake and Tim both pulling flash lights out from somewhere.

"Well," Jake hesitated to say anything, "that, uh, that's . . . that's probably not a good sign."

"What the hell is it?" Courtney asked brashly.

"Trouble," Buffy answered. "Question is, for who? Us, or somebody else?"

/_Abandoned Warehouse_/

The footsteps were quiet as they made their way through the dusty and cluttered floor. Once the figure had reached the center of the cleared area though, sharp, harsh laughter broke the peaceful silence.

The figure simply waited for the ugly laughter to end before reacting in any way, and even then it was simply to cross his arms before him, fitting his hands into the wide sleeves as he did so, giving the young man the appearance of a monk of some kind. Apparently, this only served to anger the source of the laughter as a sharp retort echoed through the empty building.

"Is this the best the stinking Jedi have to offer?"

"No," came the calm reply from the youth out in the open, "in fact you might call me the weakest and most impatient. Are you saying you're the best of the Sith?"

The harsh laughter returned, though the young man's expression did not change from its calm appearance.

"Do you have what I demanded?"

In reply the youth simply unfolded his arms, yet surprisingly there was a metallic cylinder in his right hand now. Rather than do anything with it, he placed his arms by his side and continued to calmly stand there.

"So you Jedi aren't as useless as you pretend to be?"

Suddenly the youth grinned widely and with a violent movement, he threw the cylinder to the floor, where it almost shattered as the pieces broke apart.

"We may not be useless, but we aren't stupid either," the young man the harsh voice called a Jedi replied.

"You FOOL! What have you done?!"

"Come out of the shadows Sith! Just because we didn't want to fight doesn't mean we're going to be your puppets! Now either come out to fight and end it, or leave us alone! All we want to do is learn to use the Force, we don't care about lightsabers and space ships!"

"Then you lot are even bigger fools than I mistook you for," a shadow stepped forward out of the darkness.

The young man faced the shadow without fear, faced the darkness the shadowed figure represented. Then, slowly, confidently, a grin formed on the youth's face. "Whose the fool that the only back up he has is his younger brother and a megalomaniac in a tin-man costume?"

"You, who has no back up at all," the shadowed figure snapped back.

"Boy, the movies weren't kidding when they said that the Dark Side had no real power," the youth commented, tongue in cheek.

"What is that supposed to mean?" the other boy angrily asked.

"Reach out with your feelings," the youth almost mockingly advised, yet the point became moot as suddenly at least ten other figures appeared in view behind the first, startling those still in the shadows.

"You didn't think that just cause we're trying to become Jedi, that we're actually stupid enough to do as you demand and come alone, did you?" the young man, pseudo-Jedi, remarked.

The pseudo-Sith just scowled in reply rather than answer, taking a step back further into the shadows. Silently, two figures could be seen joining him in support, one slightly smaller, the other could be seen wearing some kind of armor.

"You have your lightsaber," the first of the strangers told the trio, "now leave us the hell alone. We owe you nothing, and you certainly don't owe anything to us, not that we would expect the /_Sith_/ to uphold any kind of honorable debt. Contact any of us again, in any way, even second-hand, and we'll ensure that no such contact will happen again. Interpret that how you will. We're done here."

Faster than one would think possible, the near-dozen group left the warehouse and disappeared with nary a trace, as though they'd never been there in the first place.

Silence reigned in the dark, shadowy building for several minutes, until finally a pale figure, all in black, stepped out of the shadows and bent down to pick up the shattered remains of the Jedi-constructed lightsaber. Right behind him, a smaller, yet just as pale, boy hovered right behind him, while another person, intimidatingly tall, and made large from the metallic armor he wore, sneered at the one on the ground, "Well, that worked out well, didn't it?"

"It took Andrew and I nearly three weeks to gather all the components we needed for two lightsabers," the Sith retorted, making sure to get every piece of the futuristic weapon, "While I never expected them to give us a working model, whatever the could and did give us would be that much less time for us to waste on getting the rest."

"Yeah, so leave him alone Warren!" the younger Sith that could only be Andrew, whined at the one in the armor.

"You guys do realize that it'll take me like all of ninety seconds to reverse engineer that and build you better and badder lightsabers than anything you could scrounge together from spare parts, right?" Warren sarcastically remarked.

"I prefer adding my personal touch to my personal weapon, Doom," Tucker told his 'friend'. "In the meantime, we'll see what we can make of what's left of this. Then we can begin to make plans."

"Plans, Master, I mean . . . brother?" Andrew blurted.

"What? You think we'd be settled with having a couple toys or some petty revenge against a bunch of teenagers?" Warren condescendingly snapped to the younger Sith, "We're going to take over Sunnydale. And then . . . the world."

"And from there," Tucker grinned evilly at the new Trio, "The Universe."

/_Underground Cavern_/

/_Future HSL Headquarters_/

"What is it?" Cordy asked, as everyone finished gathering in the cavern Jake and the others had just uncovered.

"That's what we're trying to find out/_your majesty_/," Marco snipped before turning back to the array of tricorders and various sensors he had pointed at the artifact before them.

"I can tell you this though," he spoke more seriously now, "it's made out of a material very similar in molecular composition to dilithium, but in metallic rather than crystalline form. There have been recorded instances of finding an element on various planets . . . uh, in the future, I mean, but I don't recall them off the top of my head."

"Rachel," Jake ordered, "pick one of the fliers, preferably whoever is fastest, and get the Main Computer here. I don't care how, just so long as it still works when you get here."

"That would be me," Sydney stepped forward, Iczel at her side. Nodding at her robotic partner, they transformed back into Iczellion, picked up the blonde teenager and shot out of the cave at nearly the speed of light.

"In the meantime," Buffy stepped forward, her shades off and her eyes shining to provide further illumination in the dark cave, "lets see about getting a few of the supports down her and in the tunnel leading here. I'd really rather avoid having to dig this place out all over again."

"Care to explain where we're going to get the materials for more supports?" Tobias asked, falling back on simple logic rather than any base emotion.

"Well, that's longterm," Xander/Iceman stepped forward, "in the temporary, and since it's actually not that hot down here, I think I can take care of the support beams and stuff. Just point me in the right direction, don't want to make a whole bunch of useless stuff in the middle of everywhere."

"Marco," Jake grabbed his friend by the shoulder, "as fascinating as this no doubt is, there isn't anything you can do until Rachel and Sydney get back, and you're our architectural expert, so help out Xan, will you?"

"Yeah, yeah, sure," the Hispanic teen agreed, distracted.

"So, uh, does /_anybody_/ have a clue as to what this might be?" Erin of the Cordettes asked.

'It' was a massive device, at least ten feet high. It was half-buried into the far wall of the cave, but enough of it had been uncovered, either from the previous tenants, or from the diggers' actions, to see most of it. It was circular, like a giant ring, was silvery metallic gray except for a series of orange-red jewels placed symmetrically around the ring. Also visible were multiple symbols that didn't seem to prescribe to any known human language, one right after the other, all the way around the ring. What was more, they had further uncovered a pedestal-like device that seemed connected to the big ring, which had all of the same symbols, though arranged differently, and all around one much bigger red-jewel at the center of it.

"Hey, I know!" Prime exclaimed. "It's an alien portal that leads to other worlds that evil aliens, who kidnapped humans and seeded them to these other planets and they use their advanced technology to make all those ancient civilizations worship them as their gods!"

The cave was eerily quiet for several long beats as everyone just stared incredulously at the child-in-a-man's-body. "Or not," he quietly shuffled to the back of the group.

"He could be right," Cassie commented to Jake.

"Cass, please, aliens aren't evil/_you_/ of all people should know that, since you now happen to /_be_/ an alien," he argued.

"I'm a /_fictional_/ alien Jake, from the Star Trek universe," she argued back.

More silence, and Tobias shrugged and added, "Good point."

"Yeah, but . . ." Jake began to argue back.

"Gentlemen, Lady? Please," Willow interrupted, "Now is hardly the time for a philosophical debate. Now, while we wait for Marco and the rest of the Star Fleet kids to figure this thing out," she addressed the entire group, "why don't those of us that can start clearing the rest of this cave out, maybe find some raw materials for Mrs. Summers and Amy to transmute into something usable. Anybody that needs to go back to the surface, or maybe get home to your parents, you're perfectly allowed to do that."

"And miss out on finding more cool stuff like this?" Robert excitedly replied, quickly moving with his brother, currently Captain Marvel, to clearing away the debris and blasted boulders.

With that as example, everyone quickly got back to work. Moments later, Iczelion, with Rachel and the laptop that was the Star Fleet kids Main Computer. Amazingly, to everyone else, the computer was just your standard IBM laptop, that was until Marco grabbed it from the blonde teen and opened it up.

Instantly a giant sphere of light shot up out of the screen of the laptop and filled almost half the cave, until Marco made an adjustment and made the "screen" more reasonable in size and function. Once the flashy effects were no longer overwhelming everyone, they began to recognize exactly what it was they were seeing.

The sphere was actually a grid of a hemisphere of blackness and yellow and red lights. Inside each grid was packets of information, from images, to lines of code, to the complete literary works of every 20th Century author for their entire lifetimes. Nevertheless, Marco began to work the grid, which was obviously an interactive holographic interface, with an expert ease.

Shortly after, he pulled a cable from a pocket and attached used it to attach the tricorder to the Main Computer through a USB Port, and then quickly brought up the information he wanted. Working quickly and deftly, Marco accessed the complete 24th Century Database that Sigma Squad had brought back with them, so to speak, and began a comparitive analysis on the artifact they had just uncovered.

Minutes later, Marco's jaw dropped in stunned disbelief.

"Marco?" Jake asked, concerned, "Everything OK?"

"It's dilithium," the Hispanic teen genius whispered.

"What?" the Star Fleet Kids all said together, while everyone else just continued to look confused.

"It's dilithium," he answered, louder.

"That is not possible," Tobias stated.

"No shit bird boy!" Marco snapped back, clearly more disturbed by his findings than even his friends. "I knew I had heard of something like this once before. It was thought of as a fluke. Dilithium, processed /_and_/ unprocessed, is pure crystalline in nature. But this . . . it's metallic, it can be shaped, and worst of all, it has no obvious harmful radioactivity. I did an in-depth analysis and discovered that several of its isotopes have high-level dangerous radioactive signatures, but . . ."

"I don't understand," Xander interrupted, "Isn't dilithium the stuff that Star Trek uses to power star ships and make anti-matter/matter reactions? That stuff's just fiction, how the hell could a fictional element be made into . . . whatever the hell this thing is?"

"It's more than that Xander," Jake tried to explain. "Dilithium can't be a metal. At least not without some kind of outside influence. I don't suppose anyone's a chemistry major?"

Most just shook their heads to the negative, then Buffy raised her hand and said like she was quoting from a book, "Solid metals are crystals formed from positive ions surrounded

by mobile electrons. This mobility allows electrons to absorb and reflect light in many wavelengths, giving the metals their typical luster. It also permits electrons to absorb thermal and electrical energy from the environment or neighboring electrons and transfer this energy to other electrons; in this way, heat and electricity can be conducted throughout the metal," she paused and then turned to Jake and asked, "So why can't dilithium be a metal? Let alone a non-radioactive Transition Metal?"

Everyone stared, stunned, for several long moments before Willow finally pointed out, "Cyclops was a teacher as well as tactical leader of the X-Men." That ended the stares.

"The reason it's impossible has to do with dilithium's electron field," Marco answered, "And as much as I'd love to fully and avidly explain the finer points of the chemical make-up of dilithium, let's just end this discussion with saying it should not be possible."

"And yet here it is," Xander finished.

Marco nodded and turned back to the main computer and began working with it again, taking additional scans of the artifact and working to determine it's purpose. In the meantime, everybody else went back to cleaning up the cave and making it more stable to walk around through. The heavy lifters clearing away boulders, the telekinetics moving them away and fusing others into new columns to further support the cave, and the 'diggers' went back to expanding the tunnels that lead down to the cave, or branched off of it and had collapsed at some previous point.

Jake, Tobias, and Cassie however hung close around Marco, and waited until everyone else was occupied before the former Star Fleet Captain asked, "All right buddy, what aren't you telling?"

"It makes stable wormholes," was the quick and quiet reply.

Rather than scream out loud at the impossibility of it all, the three other ex-Star Fleet officers just silently absorbed the information before Jake asked another question, "Origin?"

"Not terrestrial," Marco answered the question he knew his friend was asking.

The kids all shared a look, Jake gulped softly before asking again, "Origin?" though it was an entirely different question, but Marco knew that.

Turning to look his friend in the eye, the young Hispanic boy confessed, "It's not in the database."

Now Jake was beginning to sweat. The implications alone was enough to drive somebody insane with paranoia, but the facts remained. Star Trek Universe aside, there were aliens out there, they had come to Earth in the past and left certain pieces of their technology behind, and worst of all, none of them had any clue about who, or what they could be.

Unfortunately, in Jake's, and the others, past experience alien races, with the exception of humans, Vulcans, and a few other key members of the Federation, that come across inferior or rather 'less advanced' races typically viewed them as such. Inferior. And like the Cardassians, made them little better than slaves under their rule, or like the Ferangi, took advantage of them at every turn. Either way, and though this was real life and not fiction, it did not bode well for the future of the planet.

"Don't tell anyone about this until you know more. A /_lot_/ more," Jake ordered. "Then come straight to me. I want to know everything there is to know about before we doing anything. Stable wormholes?"

"Without turning it on, near as I can tell," Marco just nodded his head.

Jake let out a heavy sigh.

"This is not what I signed on for," he muttered, running his fingers through his hair before turning back to help with the excavation.

/_Unknown Location_/

/_Shortly after the Sith get their lightsabre_/

"They took it?" a voice asked, as the youth that had met with the Trio stepped into the room. It was spacious, one might think it used to have been used as a gymnasium or in-door sports arena at some point. Now though it was filled with furniture and other storage items, and thirteen people, including the one that had just stepped inside.

"They were more greedy for having and owning a working lightsabre than they were interested in finding out who I was," the youth answered the one that had spoken.

"Hmm," a smaller, almost child-like figure spoke, "Driven by their desires, the Sith are. Greatest weakness it is theirs."

"I'm sure they'll bother us again," another spoke up, "but they're no real threat. Not yet at least."

"Maybe we should make sure they never have the chance to become such a threat. Maybe we should . . ."

"No!" the child-like figure croaked as it tried to shout. "To the Dark Side that leads. Child I may still be, but Yoda's wisdom I possess, yes? Leave them alone, we must. Attack, if they do, defend, we must. Attack, we do not. Defenders of the Galaxy, of the Republic, of the world, the Jedi are. And Jedi, are we? Hmm?"

"Not yet," another voice spoke out, "but we want to be. That's the whole point of setting up with Council, isn't it? To help each other, and ourselves become /_real_/ Jedi, not just Force-wielders."

"So we leave them alone?" another asked. Everyone agreed.

"Besides," the thirteenth person spoke up, and he was short with black hair that had white growing from his temples and was dressed rather outlandishly in red and gold, "there's something more pressing that I need to speak with you about." Jonathan, the Dungeon Master, spoke late into the night with the Jedi Council.

TBC...


	11. What's In a Name?

/_What's In A Name?_/

(The Naming of the HSL)

/_Dexter Lee's House_/

/_Dexter's Room_/

"Say WHAT?!!" Dexter screeched, making all of his friends, even Lindsey wince when he hit the high-pitch.

"I . . . think they're building something, a, uh, a base at the site of the explosion that was on the news," Lindsey stuttered as she repeated what she'd just told the bi-hair-colored boy.

"Sorry," the young genius tactician apologized, sitting heavily down on his sofa, "I heard you the first time, it's just . . . it's a lot sooner than I expected."

"What's a lot sooner than you expected?" Sandra asked.

"The others," he answered, leaning back, his face going into 'Go-mode' as the others of the Anime Club called it. "There, apparently, is another group forming out there. They've made alliances with others that have been . . . Changed. And they're already building their own headquarters. Most likely, the ones there now are either the instigators of that explosion . . . or the winners of the battle that happened there. Or both. Which would speak to the kind of power they would have access to, just through their own members."

"What should we do?" Lindsey asked.

"I'm thinking," Dexter quietly replied, more saying it out of reflex since most of his thought processes were already committed to the current problem. After about three minutes or so, he stood up and went over to an item that Dexter had bought less than two days after Halloween. A Go-board. There were already a number of white and black stones in place all over it, though to the other members of the Anime Club, with maybe one exception, it was just stones on a wood platform, not a representation of what was happening in Sunnydale as far as they had discovered, which to Dex is exactly what it was.

As he approached, he took a black stone out and then delicately, yet deliberately placed it at a specific point on the board where no other pieces were. Lindsey made note that it was atop a star-etching in the wood design, significant in comparison to taking the center square in Tic-Tac-Toe, or placing your opponent in check in Chess, or . . . or taking the high ground in a battle.

Dex stared at the 'game' set before him for some time, and none of the others dare bother or interrupt him as he sat and thought, weighing all the possible options before making his . . . their next move. Thankfully, he had a little help, in the form of Dungeon Master reappearing, with a little less flash this time.

"Gyyaaaahhh!" Dex screamed at Jonathan, "You surprised me!"

The teen that had dressed up as Dungeon Master simply smiled reassuringly, having appeared opposite Dexter in front of the Go-board. "Well, not all of you apparently," he commented as he had three swords against his throat and if he moved a micron he would behead himself. Lance, Lindsey, and Sandra had moved the instant that Jonathan had appeared, the former and latter drawing their own swords, Lindsey simply transforming her right arm into a blade, all of them having moved before Dexter could even blink from Jonathan's appearance.

"Guys!" Dexter shouted at them, causing them to withdraw for the moment. Dex glared further and they sheathed their weapons, Lindsey blushing and reverting her arm back to normal.

"What can we do for you Jonathan?" Dex asked once the situation was calm once more.

"Actually, I'm here to offer some help to you," Jonathan replied, taking a white stone and then mimicking what Dex had done with the black stone earlier, placed it delicately next to a grouping of white stones not too far off from where the black stone had been placed.

Dex's eyes snapped up to glare into Jonathan's. "What do you mean?" he growled. Any of the Anime Club could have told the Dungeon Master that /_nobody_/ touched Dexter's Go-board without permission or invitation. And that was more Dexter's issue than a leftover from Hikaru.

Jonathan smiled mysteriously and answered, "Why don't you go answer the door and find out?" Half a beat later, the doorbell rung.

"OK, that was just creepy," Lance admitted to Sandra.

"Let's go," she ignored his comment and unsheathed her bent katana while racing for the front door, Lindsey and Lance right behind her, while Dexter looked curiously at Jonathan.

After a bit of waiting, Dex heard the others opening up the door and then Lance shouting "You've gotta be kidding me!!" afterwards Lindsey called him into the living room. "Dex! I, uh, I think you'd better come out here!"

"Shall we?" Jonathan gestured, then disappearing in a small flash of light that at least, didn't leave the younger boy half-blinded.

Confused, Dexter got to his feet and went to join the others, only to find his living room rather crowded with twelve additional people of practically all sizes and ages. The most notable was the smallest, about three feet tall if he stretched his arms as high over his head as he could, counting the ears too. He had smooth unwrinkled green skin and what hair he did have was growing out of his ears. Beyond that though, he looked like some kind of young 20-something (instead of 900) version of Yoda from the Star Wars movies. There was one other alien among the group that he could clearly see, the others all human, but they were /_all_/ dressed in beige and brown robes. Their costumes Dexter assumed. Or the bits of them that didn't become permanent.

"Let me guess," Dex turned to Jonathan, "your 'help'?"

"Yours actually," the wizard replied, bowing at the twelve additions, showing great respect.

"Uh-huh," then he turned to face his visitors and said to them, "I, uh, apologize for being so rude. But . . . who exactly are all you people?"

"Like you we are," the young Yoda creature replied, even had his voice, "Changed us into costumes, Halloween did, yes!"

"What the twerp's trying to say," a young man that looked between 17 or 18 at the youngest, 20 at the oldest, "is that we dressed up for Halloween, got turned into our costumes, and now . . ." he shared a look with all the others before continuing, "now we're all training to become Jedi. We're the Jedi Council, and with a few other exceptions, near as we can tell, we're the only Force-users in Sunnydale. Kinda fitting that there are twelve of us, huh?"

"Jedi, huh?" Dexter said, grinning. "Neat."

/_Abandoned Lot_/

/_Still-being-constructed subterranean Headquarters_/

"So boys, any clue what the toy in the basement is all about?" Buffy asked as she walked into the Command Center of their new underground base. Marco, Jake, Giles, and Geoffrey Patterson all looked up at her in confusion.

Geoffrey Patterson in the real name of the man that used to be known to the group as the _Gamesmaster_ and the one that lead the charge that resulted in the combined forces of the group as it stands. Turns out he was actually a Physics professor at the local university. And thanks to Marco's Psionic Suppressor, now modulated and miniaturized so that Professor Patterson can wear it with him all the time, he had become a much valued member of the group. He also is smarter than your average physicist, in part because of his mutant power of omnipathy allows him to... "borrow" brain power from many other people all at once.

"Nope, nada, nein, negative, no..." Marco started to recite but Jake quickly interrupted him.

"We're getting closer to figuring out what it can do, but we still can't figure out where it came from," Jake finished for his friend.

"Although I have been able to gather some clues from some rather... derelict resources," Giles pointed out.

"And?" Buffy prompted.

"Nothing good," Giles blushed.

"Please tell me Prime wasn't right," the blonde mutant winced even as she said the words.

"So what brings you here Buffy?" Jake quickly changed the subject. "I thought you and the others were taking a break for a while. Not to mention you and your mom were going to hang out this weekend for the whole mother/daughter bonding thing?"

"We are. But the mall doesn't open until noon on the weekends, which gives me a few hours to still be responsible leader girl, even if it's in a diminished capacity to what I used to be," she answered.

"Hey if you want the job..." the thirteen year old offered with a sly grin.

"Hell no! I get enough headaches just being responsible as the Slayer, I'm not the person that leads something... well, I can't lead something _this_ big," she finally muttered. "I'm fine with being front line girl. Frankly, I've got to admit, if I don't go out and get a little frustration worked off every now and again I'd go even more bonkers than I already am just from fighting vampires and demons in the first place."

"Buffy..." Jake started to say.

"Mostly the reason I'm here is because of just what I said, my over-developed sense of responsibility made me come down to get an update on crisis report. The last thing I want on my day off is to be surprised by an attack in broad daylight at the mall while I'm doing the mother/daughter bonding thing with Mom," she admitted.

"Sorry, can't say I've got anything scheduled like that," Jake joked with her.

"Very funny," she snipped back, "OK, so the thing in the basement is still a brain buster, what about on our other fronts. I know the recruitment is up judging by all the new faces we've got working down below and on everything else. Any troublemakers?"

"None except for your occasional prankster, but we've got some of the more responsible adult members handling that," Cassie reported, walking into the shack carrying a PDA-type device, only a lot slimmer. She was reading from it as she walked up to Jake, showed him what was on it real quick, he nodded and then she left, turning to glance at Buffy before leaving, "C'mon Buffy, if you've got time to kill, might as well make yourself useful."

"Fine, fine," the blonde grumbled, "But no excavating! The dust makes me look filthy and I've got to meet Mom at the mall if three hours!"

The pair left the building that was, for the moment, the only thing left on the surface of the lot and Cassie quickly directed the Slayer to some materials that looked to be several thousand lbs each and began to lead the way down below. They were still busy constructing the basic frame of the place, so for the moment all they had were stairs and sloping levels. The elevators and "secret entrances" would be installed over the next month or two.

Along the way they passed the newest members of their group, some standing around looking a little lost, others skeptical, and a few were listening to those that had been there that first day during the Battle Royale, as it was being called, being told the whole reasoning behind joining together into a large group in the first place. Those that either wanted to, or had more experience in the group, were helping in their own ways in constructing the base.

Xander and Willow were both on the surface and watched as Cassie lead Buffy, carrying the heavy supplies down below. "So, how are things going between you and Buffy?" Xander asked his bestest friend.

"Huh?! What? Why should anything be going on between me and Buffy?!" Willow blurted out, her voice panicky.

"You two have been spending a lot of time together lately," the blue-eyed mutant clarified, "It makes the guy of our trio a little bit curious, y'know?"

Willow glared at her long-term friend, about to be much more short-term, not replying to that as he just grinned unrepentant. "Unlike you, Uncanny Xan-man, Buffy and I did not take to our powers like a fish to water. We've been trying to help each other to better control what we have. My telepathic powers alone require almost infinite control, and we don't have a lot of ruby quartz on hand if Buffy's control ever slips over her optic blasts... well it would be bad."

"Don't see you spending as much time with Cordy, and she's still got issues with her powers, right?" he commented with the same grin. "Unless it's you, Buffy and Cordy always getting together for..."

"You finish that thought I'm gonna make you think you're a five year old girl with a lisp problem for long enough that whatever reputation you've currently gotten since Halloween will /_never_/ recover, no matter how long you live, got me?" the redhead hissed quiet enough that he was the only one to hear her.

"Never mind," he squeaked.

"We're all still friends Xander," Willow told him, "it's just that everybody is trying to do their own thing, like you, like Cordy. It just happens that Buffy and I spend some of our time with each other than by ourselves. There's nothing wrong, or subtext worthy, about that. Why do you want to know, anyway?"

Where once upon a time Xander Harris might have stuttered his way through saying words such as 'No reason' or 'Never mind', the current Uncanny Xan-man replied with, "I'm a guy? Why else? For the fantasy material. Between you three babes, it's enough to last a lifetime!"

/_Sunnydale YMCA_/

"Good day to you Dexter," Henry Stevens, the Director of the local YMCA, greeted Dexter and his friend who walked in behind him. When the twelve other people followed, the blue-furred Beast did a double take and added, "Is there something that I can help you all with?"

"Hm, help us you can, yes," the child that was Yoda replied.

Smiling, Dexter quickly took over the conversation, "Thanks Mr. Stevens. We're actually here to see the kids. How are they doing?"

"All but six of them have, as they term it, mastered the Change, and those are very close themselves to likewise masking their appearances to human form once more. They've also had numerous visitors who I felt it was unwise to introduce them to the kids. Except for that young gentleman over there," he gestured to the corner where a very oddly dressed high schooler.

"Who is he?" Dexter asked, worried a little.

"Says his name is Barry Mann," Henry answered before going back to his book.

/_Sunnydale High School_/

/_The Library_/

/_The Next Day_/

"OK, we're here, now what do you want?" Buffy growled out as she and the rest walked into the Library. Cordelia, who was calmly sitting on the table with her legs crossed just shrugged and pointed at Jake, Giles, Joyce, Agent Smith and Mister Anderson who were all standing around the long table at intervals.

"Sorry," Buffy apologized for the rude statement, "I mean, what's up?"

"We're here, Miss Summers," Agent Smith began in his monotone rumble, "because of the organization that you and your friends are directly responsible for forming."

"Huh?!" Buffy, Willow, and Xander all exclaimed at once.

"What baldy means," Tom Anderson interrupted, "is that your little coalition of people that were changed by Halloween, while a good idea... it already has too many members for it to be anything other than what it is. An organization, legally speaking."

"I don't understand, what's that got to do with us specifically?" Buffy asked.

Rather than come from the group in front of them, the answer came from behind the three friends, as Mrs. Harris, Xander's mom (followed by Xander's dad), spoke up and came around to the table, "Primarily according to both National and Californian State statutes, an organization is a legally constituted group numbering more than 25 individuals created by private persons with no participation or representation of any government, and are to be represented by the founding members upon formal request for permission to create said organization."

"Mom, what are you doing here?" Xander hissed at her.

"I'm your lawyer," she told him straightforward.

"Why do we need a lawyer?" Willow asked, a little intimidated.

"Because, as near as I've been able to determine," Agent Smith picked up the conversation, "you three, along with Miss Chase and Mr. Giles are the, quote/unquote "Founding Members" of your organization. As I'm sure you're aware, from what my sons have told you, I've been put in charge of the investigation dealing with the incident that your group has been calling the . . . "Battle Royale" . . . ? In the course of the investigation, it came upon me to reveal your groups existence as the ones responsible for the destruction."

"Yeah, but I didn't mean to..." Buffy protested until Agent Smith held up his hand for silence.

"I have likewise managed to point out the evidence that while you were technically responsible, it's not your fault," he finished.

"Huh?" the three questioned again.

"Agent Smith has determined that what happened has been ruled . . . accidental, coupled with unstable fault lines," Mrs. Harris translated for the mutant teens. "And because of such, along with the fact that our group is making a claim on the land and the original deed hasn't been located, and that you and everyone else you have in the group are "repairing" what the "accident" caused, there is nothing to fear as far as legal repercussions from the matter."

"So I'm not going to be shunted off to Quantico for blowing up some demons and a bunch of not-used land?" Buffy clarified.

"Nope," Tom answered.

"Whew, that's a relief. And while I appreciate knowing... couldn't Mom have just told me this later tonight, like over dinner or something?" Buffy questioned.

"That's the other matter," Mrs. Harris remarked, bringing out a folder.

"What other matter?" Xander asked with a sense of growing dread.

"We're planning on buying and owning the land where the abandoned lot is," Jake answered. "Unfortunately, or rather I should say fortunately, the original deed concerning the land has been lost and nobody can find a trace of it. The unfortunate part comes in..."

"In that in order to dictate a /_new_/ deed, the person, persons, or organization planning on owning the land have to sign for it and dictate what can or cannot be done with it," Mrs. Harris interrupted. "At first it was thought that either the Sunnydale local government, or even the Wilkins family were thought to have ownership of that particular plot of land, but as has already been stated, nobody can find the deed."

"I wouldn't be too surprised if it said those Fyarl demons were supposed to have been the land owners," Xander sarcastically commented.

"Which is in favor for us Alexander," his mother continued. "The 'previous owners' of the lot have thirty days to contest us laying claim to the land, and if that were true, unless they had lawyers of their own, the land is ours free and clear. But."

"I hate buts," Buffy, Willow and Xander all said with a heavy sigh.

"We can't just call ourselves a group or an organization and that be it, not if we want to own that land or do anything else that we may have to end up doing," Jake explained. "We have to legally become an organization, capable of making legal decisions and everything else. But..."

"You need the founding members to bear witness at the formal request to create such an organization," Willow finished for the 13-year-old Star Fleet Captain.

"I thought this was why we made you the leader, Jake, and I know its why I /_didn't_/ want to be the leader," Buffy argued.

"An organization's leadership does not have to be solely dictated by its founding members," Mrs. Harris pointed out. "Though for the large part such matters are handled internally with many organizations. It doesn't change the fact that at least 75 of the organization's founding members must be present and sign the legal documentation. Which means either you three, or all five of you, plus myself as your lawyer."

"I don't like this," Buffy groaned.

"Just think of it as joining the cheerleaders, or any other club Buffy," Joyce said to her daughter. "Only this time you'll have fun instead of getting bored like you used to."

The blonde mutant snorted but nodded her head, "OK, I'm in, and while I'm not keen on being the leader, if we get stock options, I want a controlling portion in my name, all right?"

"Deal," Jake said with a smile.

"Are we allowed to sign legal documents to form an organization?" Willow asked, worried.

"Nothing to worry about Willow," Mrs. Harris told her, "I've already got everything taken care of. That's why Joyce is here and if anybody were actually to contest your signature or participation, it shouldn't be too hard to either argue gross negligence or to just simply convince your parents to say you had their full backing."

"There are several small matters that still need to be addressed however," Mrs. Harris continued. "While it has been largely agreed that, and while his age will be initially absent from records, Jake Berenson will act and be listed as CEO of the organization, there are still office and hierarchal positions to determine and assign. And ultimately... there is the name itself of the organization. What are you... we... What are we going to call ourselves?"

The group frowned at that, and finally moved forward towards the table. Shortly after that everyone was placed once more around the long table, Jake at the head and Buffy at the opposite end. "I'd rather avoid having anything to do with myself, my family, or the word Slayer being put in the name, in any form," the mutant Slayer told them after some time.

"Well..." Xander spoke up after a moments thought, "What if we have two names? The name that we tell ourselves when we're facing supernatural stuff... and then the legal name? I mean, just calling ourselves 'The Group' isn't exactly gonna spark up a lot of membership, y'know? And whatever we pick for the legal name, it's not going to be something that will inspire a lot of confidence or even respect when dealing with the supernatural. That's just my thoughts on it," he finished.

"Well, what about and acronym? Like three or four letters that stand for longer words?" Buffy suggested in her 'blonde' tone.

"Oh, and we can call ourselves a League!" Willow put forth excitedly. "Like the Justice League, or other comic book and cartoon stuff!"

"And being called a league isn't something that will hurt us publicly if we use that in the legal name," Mrs. Harris pointed out, writing on a notepad in front of her.

"This all started with Halloween," Jake said, "And what is it that you called the mystical convergence Giles?"

"The Hellmouth," the Watcher answered directly.

"Both begin with the letter H," Joyce noticed.

"There's also the fact that everyone is saying the mandate of the group is to provide security and safety for both its members and other citizen, right?" Tom added to the conversation.

"L, H, S?" Cordelia repeated slowly.

"Sounds like we're talking about somebody's high school," Xander snipped at her.

"Well it was Buffy's idea to use an acronym," the white-striped brunette snipped back.

"S, H, L?" Joyce offered as a way to prevent the looming argument from starting.

"Security of Halloween League?" Jake translated it, though with a sour look on his face.

Buffy's face suddenly went blank as she was struck with inspiration. "Hellmouth Security League..." she whispered.

"... And Halloween Safety League," Willow finished for her, with the same look.

"H, S, L?" Jake repeated. Then he nodded, and said it again, almost as if tasting the new word, "HSL. The HSL. Hellmouth Security League, and to the public, Halloween Safety League. Sort of a community watch program, inspired by gang violence that was perpetrated on this past Halloween. I think it could work."

"And if further investigation were to lead me to believe that the 'accident' was truly caused by one or another of the gangs that this . . . HSL was created to stand against, then I just might be able to even get you some government backing," Agent Smith added as he realized the possibilities of such a story himself.

"So... the HSL, huh?" Mrs. Harris asked. When everyone nodded, she pulled out the folder once more and began to fill out all the necessary information. At the place for the name of the organization, she simply put down the initials, HSL.

/_Cave System_/

/_Directly beneath Dexter Lee's House_/

(The following scene was written by author _Enterprise1701D_ at my request and has been posted here as part of this story with his permission. Thanks E!!)

Dexter walked up to the platform built at the front of the meeting room, buried deep underneath the ground level of Sunnydale, CA and more specifically directly beneath his own house. For a moment, he looked out over the people present. Seventeen pairs of eyes looked at him, and he sought out the eyes of his two friends and the love of his life.

He was glad to see that Lindsey was smiling encouragingly at him. He wasn't exactly used to speaking in front of large groups, and even though he had done his fair share of speeches as captain of the chess club, this was not something he was looking forward to.

Everyone was silent, waiting for him to say something. Finally, he drew a breath, gathered his courage, and spoke. "I guess you all know me. I'm Dexter… the guy who bought most of you their outfits. I guess the people I bought them for can blame me for their current predicament."

He was half expecting to be booed out of the room. He wasn't. The people present just stood there, watching him, most even smiling, as if they weren't bothered by the situation in the slightest. Taking it as a good sign, he went on. "Some of us were here when it happened," Dexter said, indicating Sandra, Lance, and Lindsey. "But for those of you who heard only bits and pieces, here's, briefly, what we've found out happened."

He then gave a brief rundown, ending with the knowledge Barry brought them on the Dark Mage and his magicked outfits, as well as Lindsey's Hilbert Effect, which helped to make the changes semi-permanent. "I guess you can blame Lynn, too," he finished his explanation, earning him a chuckle from the room and a playful glare from Lindsey. Smiling, he went on.

"Anyway, thanks go to Barry, who has been kind enough to join us so far, providing invaluable information as well as this incredibly comfortable base." Barry dipped his head, and waved it off. He had asked his atoms to do most of the work, he wasn't about to take credit for that. Ever since he performed a Stellar Acquisition, he had, once again, more power than he knew what to do with.

"I guess the only thing left to do is introduce ourselves, as most of you don't know each other, and I guess, explain a little about the character we've become, maybe even the powers, and after that… I guess we need to figure out what to do." He drew a breath, and went on. "I dressed up as Hikaru, from the anime series called Hikaru no Go. Trained by a ghost in the tactical game of Go, Hikaru used his talents to become one of the top pro Go players. I guess it translates into other areas as well, as I have found myself become a whole lot more aware of tactics and strategy. I'm now a world-class chess player, as well as a Go player, and during the Sunnydale situation, I found myself in tactical command at one point."

He stepped away, indicating he was done. Lindsey stepped up, and smiled. "Hi. I'm Lindsey. I dressed up as KOS-MOS, from the Xenosaga game. Basically, I'm now a cyborg that can shift her arms into various weapons, including swords and a guns and plasma casters of all kinds. I'm also indestructible, or very nearly so, anyway. I also have a Hilbert Effect Generator. Basically, it is a generator that throws out a field that translates matter from the Astral Plane down to our level of existence, ready to be killed. That's what made these effects semi-permanent, or so Barry figured."

Barry waved once again, getting another strange look from the group, giving his exotic appearance. Lance stepped up now that Lindsey was done. "My name is Lance. I dressed up as Kyo, from Demon Eyes Kyo… for those of you who don't know Kyo, imagine the most ruthless swordsmaster you can imagine. Kyo has a swordstyle called Mymyou Jinpuu Ryuu, the Black Wind of the God-murdering Sword technique. It is incredibly power, and the strongest attack can not be defeated. If you block it, it will come back, stronger. Again, and again, and again."

Sandra stepped up after Lance. "I'm Sandra. I dressed up as Saya, from Blood+. Basically, I'm now a sort of alien lifeform, I am awake for about a decade, before going back to sleep for thirty years. Basically, Saya is a kick-ass swordswoman, incredibly resilient, her blood kills vampires and demons that were created from the blood of her twin sister, she's faster than a blinking eye and quite a lot stronger, too. Oh, and she's ruthless when she needs to be."

Barry stepped up. "Those were the four people founded in the Anime Club," Barry said. "My name is Barry. I dressed up as Guy Mann, my own creation. Basically, I'm a super-being now… Guy developed something he called Guillaume atoms. They're intelligent atoms, designed and constructed to replicate and rebuild Guy, or the constructs he, and now I, chose. Guy is linked to a Ship, something the size of a small city and nearly indestructible. The Ship will rebuild Guy and his consciousness should he be smitten into subatomic sludge. Same thing the other way around… The Ship will be rebuilt out of Guy's atoms should it be sub-atomized. The Ship's, and Guy's, power come from any source available… sunlight, fuels, water, air, gravity, what name you. But, the most powerful ability is called Stellar Acquisition. Basically, the ability to eat a star and have enough power stored to go without recharging for decades, if not a full century, and last through quite a bit of rebuilds. I used my atoms to build you this base… it is indestructible, will rebuild itself, and has been programmed to respond to your command and to protect you. It has all modern comforts, including spatial relocation engines should you have the need to move the base to another planet, replication built into every room so you can generate what you need out of energy, and sensors that can help you see every conceivable wavelength at any conceivable speed."

As Barry stepped down, he got applause as a well-meant thank-you from the people present. Barry, the new Guy Mann, actually blushed slightly under the praise, then waved it off. "I'm just a Guy," he said, sprouting his character's favorite line. "Looking for a good time." He grinned at the meeting hall, large enough to hold dozens of people, and able to expand to hold meetings that would encompass tens of thousands of people.

Next one to step up was Abby. "I'm Abby, the first non-native, I guess… I'm from an all-girl's boarding school, in upstate Virginia. I dressed up as Éclair, from the series Kiddy Grade. Éclair's power is called 'Power'… basically, an extreme form of telekineses, which can make her hover, create shields, and interfere with the wavelengths of laser-light, making them ineffective. She is extremely strong and fast, and is able to move at speeds that seem like short-range teleportation. She has been reincarnated a couple of times… but I will let Jessie explain that." As she motioned for the girl in question, she was rewarded by a vicious scowl that seemed to come straight out of her character's repertoire.

"Anyway, moving on," Abby said quickly. "Éclair works for the Galactic Organization for Trade and Tariffs, a 31st century interplanetary organization responsible for stopped smuggling, illegal imports, free trade, fair government, and so forth." She stepped down, and Gabrielle took her place.

"Hi, I'm Gabrielle. I dressed up as Lumière, also from Kiddy Grade. Lumière's power is called 'Puppet', and it enables her to interface directly with any computer or energy system. Her full power is called 'Particle', and it allows her to rebuild herself and her friends, in a similar way as Barry's Guillaume atoms. She once recovered herself, Éclair, and their combat robot called Donnershlag, from an energy-recuperation unit that had converted them completely into energy."

Barry let out a whistle, impressed despite himself. He wasn't sure if his Guillaume atoms could do something similar. "Lumière also works for GOTT. Where Éclair is the fighter, Lumière prefers to think her way out of things." She smiled at her friend. "But they're the best of friends, and an incredible pair. Lumière has also been reincarnated, and Jessie will explain."

Once again, the Jessie in question glared. Lumière ignored her. "Thank you," she bowed respectfully, something she had taken over from her assigned character, and walked elegantly off the stage.

Jessie came up next. "I guess I'll explain, then," she muttered under her breath. "Hi, I'm Jessica. I dressed up as Eclipse, also from Kiddy Grade. Eclipse is the commander of GOTT, so I get to boss those two around… or rather, I would have gotten to boss them around, had we all been in our characters still. Eclipse's power is called 'Kvant', which is Russian for 'Quantum' and allows for short jumps, quantum jumps, basically. It also allows for quantum-manipulation of the mind… basically, transporting consciousness from one body to another. All of the special squads of GOTT had that right… but only Éclair and Lumière are here now. It had kept them alive when their bodies start to break down, transferring them, their mind, consciousness, and powers, to another body."

Barry whistled again. It looked as if he was going to spend a lot of time around Jessica and Gabrielle. One could quantum-entangle minds, the other could interface with computers directly, something he had trouble doing without using his link to Ship, and have Ship hack in.

The next one up was Amber. "Hi, my name is Amber. As these other three, I go to the All-Girl's School, and I dressed up as Yuna, from the Final Fantasy game. Basically, Yuna is a Summoner, able to do white magics as well as summon creatures. One thing I have found out already, next to summoning creatures, summoning equipment is nothing. If you give me an example, I can duplicate it. Or, if you give me an atomic schematic, I can build it out of nothing. For instance, I can summon perfect diamonds. Another thing Yuna is great at are guns. She's a wicked gunner."

Amber stepped down, to be replaced by Adam. "Hi, I'm Adam, from an orphanage about 45 minutes outside of New York City. I dressed up as Himura Kenshin, the lead character from Rurouni Kenshin. After having fought in the revolutionary war, Kenshin became discouraged and took on the life of rurouni, a wanderer. He also accepted his reversed-edged sword at that point. Kenshin is an extremely powerful swordsman, relying on strength, speed and almost supernatural skill to defeat his enemies. He is able to read his opponent's styles very quickly, and is able to read his opponent's emotions off their faces at a speed that's almost clairvoyant. Using those skills, he is able to move before his opponent can, and strike with god-like speed. His style, Hiten Mitsurugi Ryu, is the most formidable sword-art taught in Kenshin's world, is passed down from one teacher to his apprentice. The final act of mastership... when mastering the final, secret move that denotes mastership of Hiten Mitsurugi, is the killing of the Apprentice's teacher. For, you see, that final, secret technique is infallible, can not be blocked, and even the teacher falls to it when teaching it to his Apprentice. Kenshin's teacher survived, thanks to the fact that Kenshin is carrying the reversed-edged sword."

K.C. was the next one up. "Hi. I'm K.C. ... I dressed up as Witch Hunter Robin." A couple of chuckles went through the room. "No, I am most definitely not going to get into that setup again. Anyway, for those of you who don't know, Robin is a Witch Hunter. In a world where magic runs freely, there are those witches who try and hurt the people. Using her own formidable abilities, Robin hunts those witches. She was raised in an Italian Convent, before moving to Japan as a Witch Hunter. As time goes on, she becomes more powerful, and starts to question the treatment of the Witches she captures, and starts to question the validity of hunting them. In the end, it is shown that Robin is the result of a genetic engineering program named after her. Her full abilities awaken when she finds the remains of the witches she helped capture. She is one of the most powerful pyrokinetic people in existence in her world, able to burn even tools that are specifically designed to stop and dampen magic."

Alexandra was the next one up. "My name's Alexandra. I dressed up as Teletha 'Tessa' Testarossa, from Full Metal Panic." Gasps in the crowd. She smiled slightly. "Yes, that means I trump most of your brains now, expect maybe KOS-MOS' over there, or that atomic dude that created this base." The crowd chuckled slightly. "Anyway, for those of you that haven't heard of the character, Tessa's a prodigy, high affinity for technology, mathematics, and sciences in general. She grew up around military bases and on submarines, was captain of her own boat by age sixteen, was the chief designer of said boat, and created Dana, the artificial intelligence that governed the computer system of said boat. TDD-1, Tuatha De Danaan is the chief offensive submarine for the anti-terrorist organization known as Mithril. Tessa's also known as a Whispered, meaning she has intrinsic and instinctive knowledge of mathematics and science. Understanding comes through application, but the initial lay-work is there, and under times of stress, the effect is amplified. As she is a captain and a battlefield commander, Tessa's incredibly well versed in tactics and strategy,"

She stepped down, and any commotion in the group went down as a little girl took the stage. Without a second thought, Adam and K.C. walked closer to the stage, as if taking a protective stance. "Hi, I'm Violet!" the girl said, practically bouncing up and down. "I dressed up as Natsume Maya, from Tenjou Tenge. She usually takes the form of an eight-year-old girl to conserve energy." She closed her eyes, and the next moment, a fully matured Violet was standing in the six-year-old's place. As she had been dressed in a full kimono, the fabric now stretched across her body, barely covering the essential bits. "Unfortunately, the clothing does not shift with me," she said, smiling slightly as Amber used her Yuna-abilities to conjure a robe out of thin air, and threw it at her. "Thank you, Amber," Violet replied with a smile as she slipped into it, at least covering some of her modesty.

"Anyway, Maya is the inheritor of her family's martial arts style, Natsume Goushin Ryu. Able to use any wooden object as a weapon, Natsume is also skilled in the use of the sword, and the use of her fists and feet as weapons. An incredible fighter, Natsume uses her ki as a weapon, able to strike from afar, or able to make various parts of her body virtually unbreakable. For instance, the Iron Finger technique is used to harden the fingers, and strike through hard muscle and hit the internal organs directly."

The next up was Bernadette. "Hi, My name is Bernadette. Me and my two friends are from Canada, from a school in Montréal, the French-speaking region of Canada. I dressed up as Hyuga Hinata, from Naruto. Even though she is only a supporting character, she has shown some very impressive character development, resulting in the creation of the technique known as the Protection of the Eight Trigrams Sixty-Four Palms. Even though she is considered a failure by her family, Hinata's technique is the culmination of the techniques of her family, and enables her to attack and defend at the same time, making her defense an absolute one. She is also capable of her Family's genetic technique called the Byakugan." The veins around her eyes protruded suddenly, and her eyes shifted from a warm lavender to a harsher white. "The Byakugan allows the user to see in an almost three-hundred and sixty degree of vision, which only a small blind spot." She lifted her finger, and moved it to behind her head, showing a small spot behind her neck. "Right here. Anyway, I also see everything within a fifty-meter radius, as well as see through solid objects, and see the internal energy pathways in people's bodies, enabling me to strike at them with the Hyuga family techniques, literally crippling opponents."

The next one up was Celestine. "My name is Celestine," she said. "I dressed up as Honoka, from a show called The Third. Honoka has a third eye," she explained, lifting the red bandana that was tied around her forehead, showing the blue eye embedded in her forehead, "It enables Honoka, and now me, to see the lifeforce of opponents. It also allows her to generate a force that can be used in battle. It allowed Honoka to take out an entire mechanical army... in one strike." Her blue eye flashed slightly. "Honoka uses guns and weapons of all kinds, but her primary attack strength lies in her katana, which she can use to cut anything, ranging from giant desert ants to the barrels of tanks. Her katana is the reason she is known as the Sword Dancer."

Delphine was last. The moment she started speaking, the others realized that, without exception, they had been speaking Japanese this entire time, the language feeling so natural to them now that they never even questioned it anymore. Delphine was different. It was clearly audible that Japanese was not her native language, and giving that, her ability to speak it was even more impressive. "My name is Delphine," she said. "I dressed up, now as an anime character, but as a character from a book. I dressed up as Telzey Amberdon." Dexter smiled, knowing the character now, after all, he had bought her the outfit.

As nobody else reacted, she went on. "Telzey Amberdon is a thirty-first century character, a sixteen-year-old genius studying to be a lawyer on one of the Federation's most prestigious schools. As seeing how she comes from a society, called the Federation, that spans hundreds of worlds, her being sixteen and the youngest student at the college, has to mean something." She smiled slightly as the people present nodded, acknowledging her point. They glanced at Alexandra, who had issued a challenge as Tessa Testarossa. Delphine smiled, and went on.

"No, Telzey is not a scientific genius. She's a law student, not a science major. She also doesn't have command experience, but she does have combat experience. You see, Telzey has an ability called 'Psi', which enables her to manipulate minds, both read them, and alter them. She is also able to defend herself with Psi weapons, burning her opponent's minds when sufficiently pressed. She doesn't have a range, and once almost killed someone when she was in orbit around a planet and her intended target was down on the planet. She is also able to learn quickly from other people's minds... and that's how I am able to speak Japanese now."

The people present were suitably impressed, and Delphine stepped down. Dexter took her place, once again standing in front of his friends.

"As Barry will be leaving us soon, I think we should move on with the rest of the schedule." He swallowed. Would his friends go along with it? "As we dressed up, and became our characters, I'm sure that other people dressed up as bad guys, and they also became their characters. I thought that we could organize ourselves, using our abilities and this base to protect against them. After all, that's the anime thing to do."

The group chuckled, and he could see some of them nodding eagerly, while some of them just shrugged, less enthusiastic but still seeing the truth in his statement. Going on, Dexter said, "Seeing how we have a good cross-section of people and characters here, I think we can get a very nice group going. I would suggest Jessica and Alexandra, as Eclipse and Tessa respectively, as our leadership."

The people present nodded eagerly, nobody objecting, while Jessica grinned and Alexandra flushed slightly, but still nodded. "On one condition," Jessica added. "Dexter, as the person who got us all together, and our unofficial leader up until now, not to mention the tactical genius of Hikaru no Go, would be an ideal third member of the leadership. Even without command experience, which is something we can teach him, he's got the tactical guts to be very good."

Alexandra nodded, smiling widely at Dexter, who flushed. He never would have suggested himself. In fact, himself was the only person who he couldn't place. The rest of the group cheered, and Dexter finally nodded. "Thank you, all. I'll promise to do you proud." He swallowed. "Anyway, moving on... We have a couple of swordfighters among us. Kenshin, Kyo, Saya, and Honoka, how about you are the sword group? Kenshin is ideal as close range, Kyo is good at close to medium range, Saya can take a lot of pusnishment, heals quickly, and is good at close range but complementing Kenshin, and Honoka is good at close and medium, but given sufficient time, can wipe out armies."

Adam, Lance, Sandra, and Celestine looked at each other, and nodded. "I'm sure we can work together," Adam said, while Lance and Sandra nodded and Celestine smiled. From then on, Dexter seemed to call them by the names of the characters they had inhabited, and nobody seemed to mind. The characters had become such a part of them that partly, they identified with them so closely that being called by their names was only the next logical step.

"Next up, magic. Robin, Yuna. Would you mind working together as our magic group?" K.C. and Amber looked at each other, and nodded together. Dexter smiled. "Great! Next up, our largest group... Éclair, Lumière, Maya, Hinata, would you mind being our physical assault group? You guys have very diverse abilities, and I'm sure you'd be great together."

Abby, Gabrielle, little Violet who was not so little anymore, and Bernadette looked at each other, and nodded.

Dexter then looked at Delphine. "Delphine, as Telzey Amberdon, you're our only psi, and our law genius. Your character was brilliant in a different way than the rest of us. Would you mind being detached directly to the command group? Kinda like a special agent... you're our ultimate ace-in-the-hole. You can read our opponent's mind, inform us of their weaknesses, and if I read those books correctly, you're able to wipe a mind half a planet away."

Delphine shrugged, a little sadly.

Dexter went on. "Lindsey too, has a special detachment," he said. "As KOS-MOS, she's our bodyguard." And mine especially, he added in a silent thought. Delphine looked up and grinned. She had caught that, and Dexter flushed quickly. "Not to mention that her shape-shifting abilities allow her a wide range of action. Like you, she's too good to be placed in a single box." Delphine looked at Lindsey, who smiled at her, and the newly-born Telzey Ambderon felt her spirits lift. "To that same effect, I was hoping that Tessa, Lumière, Telzey, and Yuna, could work together as a research group. Each has a genius-level ability in their field, and they can bring the level of technology and magic from the universes they are from to us. Which would help us in our fight."

The people in question glanced at each other, and Bernadette actually looked hopeful. Being a special agent within the group was nice, but being an official part of a group was even better. The people nodded, and smiled at each other.

"Great!" Dexter crowed, glad this was over, and stepping down.

Barry smiled. "Then it means that I am off. I'll just activate the system for you." He sent a single thought to the computer system, and he felt it disconnect from himself and from Ship. The large wall behind Dexter, the same wall everyone had been facing, turned black, before going opaque, displaying a single line, which expanded to reveal a simple bluish-gray background, before different windows opened and various readout became visible.

It was as if the very building took the breath of life. "You're totally self-sufficient now. Replicators are active, energy is supplied through the Guillaume atoms' own regeneration, air and light are recycled. You can survive in here for eons. Of course, some of you don't have that long." he said, smiling, and winking at some of the more mortal people.

"Anyway, I am off. Enjoy the base, and if you need me, the computer knows how to contact me." A flash later, and he was gone. The last window, empty until now, flickered to life. It revealed a shield status, and the people smiled. Their base was now impregnable. The Research Group immediately got together.

As the group mingled excitedly, time passed them by quickly as they had a great time. The clock had passed midnight, when the people in the Research group came up to Eclipse and Hikaru.

"Eclipse, Hikaru, we've got our first upgrade ready," Tessa said, excitedly. Dexter, from now on known as Hikaru, looked at his friends. Eclipse, formerly known as Jessica, looked as intrigued as he did. "What is it?" Hikaru asked.

Tessa smiled, turned to the huge status monitor. "Wake up – Dana." (A:N, pronounce this as daanaa, with two long 'a's, instead of the American daina.")

The computer flashed, the status screens shifting styles. "Yes, ma'am," the computer answered, and Dexter broke out a wide smile. The only thing better then a supercomputer was a talking supercomputer!

To Be Continued...?


End file.
